Subsequent Events |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Subsequent Events [Abstract] | |
| Subsequent Events | Subsequent Events Debt Defaults and Restructuring Discussions On September 30, 2026, XTI Drones Holdings, LLC (“XTI Drones Holdings”), a majority-owned subsidiary of the Company, did not make scheduled principal payments totaling $1.5 million, together with accrued interest, under the promissory notes issued on November 10, 2025 in connection with the acquisitions of Drone Nerds, LLC and Anzu Robotics, LLC (the “Seller Notes”), resulting in events of default on October 11, 2026. As of October 11, 2026, approximately $4.5 million in aggregate principal and capitalized interest remained outstanding under the Seller Notes. These defaults also triggered cross-defaults under the Company’s $20.0 million secured revolving credit facility with JPMorgan Chase Bank, N.A. (“JP Morgan”), under which approximately $8.4 million was outstanding as of October 16, 2026. On October 16, 2026, XTI Drones Holdings entered into Limited Waiver Agreements (the “Waivers”) with The Origin Group DN, Inc. and The Origin Group AZ, Inc., the holders of the Seller Notes and entities in which the Company’s Interim Chief Executive Officer has an economic interest (see Note 16 – Related Party Transactions). Under the Waivers, the holders agreed, during a waiver period that began on September 30, 2026, not to accelerate the Seller Notes, charge default interest, charge costs of collection or exercise other remedies as a result of the missed September 30, 2026 installments. They also agreed that nonpayment of the balance due at maturity on November 10, 2026 will not constitute an event of default during the waiver period. The waiver period ends on the earliest of (i) the execution of definitive documents restructuring the Seller Notes, (ii) the tenth day after either party notifies the other in writing that it is ending restructuring negotiations and (iii) December 31, 2026. If the waiver period ends without a restructuring, an event of default will be deemed to exist, and the missed installments and the maturity payment, together with interest at the default rate of 9.25% per annum from October 10, 2026, will become due on the last day of the waiver period. The Waivers do not address the cross-defaults under the credit facility. The Company is engaged in discussions with the holders regarding a restructuring of the Seller Notes. The Company has also notified JP Morgan of the defaults under the credit facility as a result of the Seller Note defaults, and intends to seek a waiver of the credit agreement defaults from JP Morgan. While the cross-defaults continue, JP Morgan may decline to make further advances under the credit facility and may declare all amounts outstanding immediately due and payable. There can be no assurance that satisfactory agreements will be reached, and failure to restructure these obligations could result in acceleration of the indebtedness and materially adversely affect the Company's liquidity and financial condition. Tariff Refunds Pursuant to the terms of the November 10, 2025 acquisition agreement, XTI Drones Holdings, LLC is contractually obligated to remit to the former owners of Drone Nerds, LLC certain customs tariff refunds attributable to periods preceding the acquisition. On October 5, 2026, the Company paid $1.9 million to the former owners, satisfying its contractual obligations with respect to tariff refunds received to date, with additional refunds anticipated in future periods. Valkyrie Note On October 19, 2026, the Company entered into an agreement to sell $1.0 million of its $2.0 million convertible promissory note receivable from Valkyrie Sciences Holdings LLC to a third party for $1.0 million in cash. In connection with the transaction, the Company agreed to forgive approximately $0.05 million of accrued interest, retain the remaining $1.0 million principal balance plus approximately $0.15 million of accrued interest, and extend the maturity date of its retained note to January 15, 2027. Evaluation The Company has evaluated subsequent events through the date the condensed consolidated financial statements were issued and, except as described above and in Note 13, has identified no subsequent events requiring recognition or disclosure in the condensed consolidated financial statements. See Note 13 for a description of litigation contingencies.
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