| Schedule of Borrowings and Derivative Liabilities |
The
Company’s borrowings and derivative liabilities consisted of the following (in thousands):
| |
|
As of |
|
| |
|
June 28, |
|
|
December 28, |
|
| |
|
2026 |
|
|
2025 |
|
| Short-term debt (including current portion of long-term debt): |
|
|
|
|
|
|
| March 2026 Bridge Note |
|
$ |
2,209 |
|
|
$ |
— |
|
| $1.9 Million Note |
|
|
1,325 |
|
|
|
— |
|
| Cobalt Loan |
|
|
2,634 |
|
|
|
— |
|
| Total Short-term debt with third parties |
|
|
6,168 |
|
|
|
— |
|
| Current portion of long-term debt |
|
|
2,786 |
|
|
|
2,786 |
|
| Total short-term debt and current portion of long-term debt |
|
$ |
8,954 |
|
|
$ |
2,786 |
|
| |
|
|
|
|
|
|
|
|
| Short-term debt with related parties: |
|
|
|
|
|
|
|
|
| Seller Note – related party |
|
$ |
— |
|
|
$ |
20,000 |
|
| A&R Seller Note – related party |
|
|
7,000 |
|
|
|
— |
|
| Loan with related party |
|
|
1,500 |
|
|
|
1,500 |
|
| Total short-term debt with related parties |
|
$ |
8,500 |
|
|
$ |
21,500 |
|
| |
|
|
|
|
|
|
|
|
| Long-term debt: |
|
|
|
|
|
|
|
|
| 12.0% senior unsecured convertible notes and related derivative liabilities |
|
|
|
|
|
|
|
|
| July 2024 Notes |
|
$ |
32,163 |
|
|
$ |
32,969 |
|
| July 2024 Notes – related parties |
|
|
8,275 |
|
|
|
7,631 |
|
| Subtotal July 2024 Notes |
|
|
40,438 |
|
|
|
40,600 |
|
| July 2025 Note – related party |
|
|
1,594 |
|
|
|
1,443 |
|
| November 2025 Note – related party |
|
|
546 |
|
|
|
491 |
|
| January 2026 Note – related party |
|
|
1,094 |
|
|
|
— |
|
| |
|
|
|
|
|
|
|
|
| July 2024 Notes derivative liability |
|
|
5,905 |
|
|
|
19,604 |
|
| July 2024 Notes derivative liability – related party |
|
|
3,800 |
|
|
|
12,615 |
|
| Subtotal July 2024 Notes derivative liability |
|
|
9,705 |
|
|
|
32,219 |
|
| July 2025 Note derivative liability – related party |
|
|
981 |
|
|
|
3,246 |
|
| November 2025 Note derivative liability – related party |
|
|
450 |
|
|
|
1,488 |
|
| January 2026 Note derivative liability – related party |
|
|
622 |
|
|
|
— |
|
| Total 12.0% senior unsecured convertible notes and derivative liabilities |
|
|
55,430 |
|
|
|
79,487 |
|
| |
|
|
|
|
|
|
|
|
| 7.0% senior unsecured convertible notes and derivative liabilities |
|
|
|
|
|
|
|
|
| September 2024 Notes |
|
|
13,063 |
|
|
|
14,332 |
|
| September 2024 Notes – related parties |
|
|
3,143 |
|
|
|
2,346 |
|
| Subtotal September 2024 Notes |
|
|
16,206 |
|
|
|
16,678 |
|
| September 2025 Notes |
|
|
4,993 |
|
|
|
3,354 |
|
| |
|
|
|
|
|
|
|
|
| September 2024 Notes derivative liability |
|
|
6,261 |
|
|
|
37,930 |
|
| September 2024 Notes derivative liability – related parties |
|
|
1,667 |
|
|
|
5,870 |
|
| Subtotal September 2024 Notes derivative liability |
|
|
7,928 |
|
|
|
43,800 |
|
| September 2025 Notes derivative liability |
|
|
4,380 |
|
|
|
14,756 |
|
| Total 7.0% senior unsecured convertible notes and derivative liabilities |
|
|
33,507 |
|
|
|
78,588 |
|
| |
|
|
|
|
|
|
|
|
| 10.0% senior secured convertible notes |
|
|
|
|
|
|
|
|
| April 2026 Notes |
|
|
17,120 |
|
|
|
— |
|
| April 2026 Notes – related parties |
|
|
13,261 |
|
|
|
— |
|
| Subtotal April 2026 Notes |
|
|
30,381 |
|
|
|
— |
|
| May 2026 Note |
|
|
3,031 |
|
|
|
— |
|
| |
|
|
|
|
|
|
|
|
| May 2026 Note derivative liability |
|
|
1,163 |
|
|
|
— |
|
| Total 10.0% senior convertible notes and derivative liabilities |
|
|
34,575 |
|
|
|
— |
|
| |
|
|
|
|
|
|
|
|
| Total notes payable and derivative liabilities |
|
|
123,512 |
|
|
|
158,075 |
|
| Less current portion |
|
|
(2,786 |
) |
|
|
(2,786 |
) |
| Total senior secured convertible notes payable and derivative liabilities, net of current portion |
|
$ |
120,726 |
|
|
$ |
155,289 |
|
| |
|
|
|
|
|
|
|
|
| Balance sheet classification of long-term debt |
|
|
|
|
|
|
|
|
| Notes payable and derivative liabilities, net of current portion |
|
$ |
85,293 |
|
|
$ |
120,159 |
|
| Notes payable and derivative liabilities with related parties |
|
|
35,433 |
|
|
|
35,130 |
|
| Total long-term debt net of current portion |
|
|
120,726 |
|
|
|
155,289 |
|
| Current portion of long-term debt |
|
|
2,786 |
|
|
|
2,786 |
|
| Total long-term debt |
|
$ |
123,512 |
|
|
$ |
158,075 |
|
|
| Schedule of Fair Value of the Derivative Liability |
The
carrying amount of the July 2024 Notes was as follows (in thousands):
| | |
As of | |
| | |
June 28, | | |
December 28, | |
| | |
2026 | | |
2025 | |
| July 2024 Notes principal amount (1) | |
$ | 55,602 | | |
$ | 56,801 | |
| Less Unamortized debt discount | |
| (15,164 | ) | |
| (16,201 | ) |
| Net carrying amount of July 2024 Notes | |
$ | 40,438 | | |
$ | 40,600 | |
| (1) | Includes capitalized coupon interest of $7.6 million and $8.6 million
as of June 28, 2026 and December 28, 2025, respectively, and capitalized contingent interest of $2.2 million and $2.2 million as of June
28, 2026 and December 28, 2025, respectively. | The
carrying amount of the July 2025 Note was as follows (in thousands):
| | |
As
of | |
| | |
June 28, | | |
December 28, | |
| | |
2026 | | |
2025 | |
| July 2025 Note principal amount | |
$ | 5,000 | | |
$ | 5,000 | |
| Less Unamortized debt discount | |
| (3,406 | ) | |
| (3,557 | ) |
| Net carrying amount of July 2025 Note | |
$ | 1,594 | | |
$ | 1,443 | |
The
carrying amount of the November 2025 Note was as follows (in thousands):
| | |
As
of | |
| | |
June 28, | | |
December 28, | |
| | |
2026 | | |
2025 | |
| November 2025 Note principal
amount | |
$ | 2,000 | | |
$ | 2,000 | |
| Less Unamortized debt discount | |
| (1,454 | ) | |
| (1,509 | ) |
| Net carrying amount of November 2025 Note | |
$ | 546 | | |
$ | 491 | |
The
carrying amount of the January 2026 Note was as follows (in thousands):
| | |
As of | |
| | |
June 28, | |
| | |
2026 | |
| January 2026 Note principal
amount | |
$ | 3,300 | |
| Less Unamortized debt discount | |
| (2,206 | ) |
| Net carrying amount of January 2026 Note | |
$ | 1,094 | |
The
carrying amount of the convertible September 2024 Notes was as follows (in thousands):
| |
|
As of |
|
| |
|
June 28, |
|
|
December 28, |
|
| |
|
2026 |
|
|
2025 |
|
| September 2024 Notes |
|
$ |
46,293 |
|
|
$ |
65,293 |
|
| Less Unamortized debt discount |
|
|
(30,087 |
) |
|
|
(48,615 |
) |
| Net carrying amount of September 2024 Notes |
|
$ |
16,206 |
|
|
$ |
16,678 |
|
The
carrying amount of the September 2025 Notes, inclusive of the fair value of the derivative liabilities was as follows (in thousands):
| | |
As of | |
| | |
June 28, | | |
December 28, | |
| | |
2026 | | |
2025 | |
| September 2025 Notes | |
$ | 16,000 | | |
$ | 22,000 | |
| Less Unamortized debt discount | |
| (11,007 | ) | |
| (18,646 | ) |
| Net carrying amount of September 2025 Notes | |
$ | 4,993 | | |
$ | 3,354 | |
The
carrying amount of the April 2026 Notes were as follows (in thousands):
| | |
As of | |
| | |
June 28, | |
| | |
2026 | |
| April 2026 Notes principal amount | |
$ | 41,000 | |
| Unamortized debt discount | |
| (10,619 | ) |
| Carrying amount of April 2026 Notes | |
$ | 30,381 | |
The
carrying amount of the May 2026 Note was as follows (in thousands):
| | |
As of | |
| | |
June 28, | |
| | |
2026 | |
| May 2026 Note principal amount | |
$ | 5,000 | |
| Unamortized debt
discount | |
| (1,969 | ) |
| Carrying amount of
May 2026 Note | |
$ | 3,031 | |
|