Basis of Presentation and Principles of Consolidation |
9 Months Ended |
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Sep. 30, 2026 | |
| Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
| Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The Unaudited Condensed Consolidated Financial Statements of Standard Nuclear, Inc. (the “Company”), which include the accounts of the Company and its wholly-owned subsidiary, Standard Property Holdings I, LLC, as of September 30, 2026, and for the three and nine months ended September 30, 2026 and 2025, have been prepared pursuant to the rules and regulations of the SEC. The accompanying Unaudited Condensed Consolidated Financial Statements have been prepared in accordance with Article 10 of Regulation S-X and, therefore, do not include all information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. The Condensed Consolidated Balance Sheet as of December 31, 2025, was derived from audited Consolidated Financial Statements, but does not include all disclosures required by U.S. GAAP. All material intercompany transactions have been eliminated. The accompanying Condensed Consolidated Financial Statements have been prepared assuming that the Company will continue as a going concern. Historically, the Company has incurred significant losses from operations and negative operating cash flows. Management believes that the Company's current cash on hand, which includes the net proceeds received from its IPO completed in July 2026 (see Note 8 - Stockholders’ Equity), will be sufficient to fund the Company's operations and meet its obligations for at least the twelve months from the date of issuance of these financial statements. Operating results for the three and nine months ended September 30, 2026 are not necessarily indicative of the results that may be expected for the year ending December 31, 2026. The Unaudited Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements for the year ended December 31, 2025 included in the Registration Statement. Significant Accounting Policies The accounting policies of the Company are set forth in Note 2, Summary of Significant Accounting Policies, of the Company’s audited Consolidated Financial Statements for the year ended December 31, 2025, included in the Registration Statement. There has not been a material change to the Company’s accounting policies since that report, except as noted below. Deferred Transaction Costs Deferred transaction costs consist of specific incremental legal, accounting and other direct third-party costs directly attributable to the Company’s IPO. Deferred transaction costs as of December 31, 2025 were not significant. Upon closing of the IPO in July 2026, total deferred transaction costs of $3.3 million were reclassified as a reduction of the gross proceeds of the offering within additional paid-in capital. An additional $0.3 million of offering costs were incurred and applied directly against additional paid-in capital during the three months ended September 30, 2026. No deferred transaction costs remained capitalized at September 30, 2026. See Note 8, Stockholders’ Equity, for additional discussion. Stock Split On July 6, 2026, the Company effected a 2-for-1 stock split of its capital stock. All share, per-share, and related information for all periods presented — including shares underlying equity awards and applicable exercise prices, and shares issuable upon conversion of preferred stock — has been retrospectively adjusted to reflect the stock split. The par value per share remained $0.00001. The stock split did not affect total stockholders' equity (deficit). Preferred Stock Prior to the IPO, the Company's redeemable convertible preferred stock was classified as temporary equity within mezzanine equity in accordance with ASC 480-10-S99-3A, because the shares included liquidation and deemed liquidation features that were not solely within the Company's control, and the carrying amount was adjusted to its redemption value. The Company accounted for preferred stock in accordance with ASC 480, Distinguishing Liabilities from Equity, and ASC 815-40, Derivatives and Hedging — Contracts in an Entity’s Own Equity. At issuance, the Company evaluated the terms of each preferred stock instrument to determine whether it should be classified as a liability, temporary equity, or permanent equity. In performing this assessment, the Company considered all relevant contractual terms, including redemption rights, conversion features, dividend provisions, and settlement alternatives. The redeemable convertible preferred stock was not classified as a liability because it did not embody an unconditional obligation requiring the Company to redeem the shares for cash or other assets, nor did it require settlement in a variable number of shares with a fixed monetary value. Refer to Note 7 — Redeemable Preferred Stock for additional information. Immediately prior to the closing of the IPO on July 17, 2026, all outstanding shares of redeemable convertible preferred stock converted into shares of Class A common stock, and the carrying amount of the preferred stock was reclassified from mezzanine equity to Class A common stock and additional paid-in capital. As a result, no redeemable convertible preferred stock was outstanding at September 30, 2026. Share Based Compensation The Company grants stock options, RSAs, and RSUs, and recognizes the related expense on a straight-line basis over the requisite service period. The fair value of RSAs and RSUs is based on the fair value of the Company's common stock on the date of grant. The Company estimates the fair value of stock options on the date of grant using the Black-Scholes option pricing model. This model requires the use of subjective assumptions, including the expected term of the award, expected stock price volatility, risk-free interest rate, and expected dividend yield. The expected term represents the period that the stock options are expected to be outstanding. As the Company does not have sufficient historical exercise data, it estimates the expected term using the simplified method, which is the midpoint between the vesting term and the contractual term of the option, in accordance with SEC Staff Accounting Bulletin No. 107 and No. 110. The expected stock price volatility is based on the historical volatility of a group of comparable publicly traded companies, as the Company does not have sufficient trading history for its own common stock. The risk-free interest rate is based on the yield of U.S. Treasury securities with maturities consistent with the expected term of the stock options. The expected dividend yield is assumed to be zero, as the Company has not historically paid dividends and does not currently expect to pay dividends in the foreseeable future. The Company has elected to account for forfeitures as they occur. As a result, share-based compensation expense is recognized for awards expected to vest, and adjustments are made in the period of forfeiture to reverse previously recognized expense for awards that do not vest. Loss Per Share The Company computes net loss per share attributable to common stockholders in accordance with ASC 260, Earnings Per Share. Net loss per share attributable to common stockholders is calculated by dividing net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. The Company has two classes of common stock outstanding, Class A common stock and Class B common stock. Except for voting rights and conversion provisions, the rights of the two classes, including dividend and liquidation rights, are identical. Accordingly, net loss per share is the same for each class, and the Company presents basic and diluted net loss per share for both classes together. Immediately prior to the closing of the IPO on July 17, 2026, all outstanding shares of redeemable convertible preferred stock converted into shares of Class A common stock. These shares are included in the weighted-average number of shares outstanding from the date of conversion, together with the shares issued in the IPO and in connection with the Class B Conversion and the Class B Stock Exchange from their respective dates. Following the IPO, potentially dilutive securities also include RSUs. Net loss attributable to common stockholders is determined by adjusting net loss for dividends declared or accumulated on preferred stock and, if applicable, accretion or other adjustments to the carrying amount of redeemable convertible preferred stock that are treated as deemed dividends. Redeemable convertible preferred stock is excluded from basic net loss per share until converted. Diluted net income (loss) per share attributable to common stockholders gives effect to all potentially dilutive common shares outstanding during the period. Potentially dilutive securities include stock options, unvested RSAs and RSUs, and shares issuable upon conversion of redeemable convertible preferred stock. Stock options and other awards are included in diluted net income (loss) per share using the treasury stock method, and redeemable convertible preferred stock is included using the if-converted method. Under the if-converted method, preferred dividends and deemed dividends, if any, applicable to the redeemable convertible preferred stock are added back to the numerator and the weighted-average shares issuable upon conversion are included in the denominator, if dilutive. Potentially dilutive securities are excluded from the computation of diluted net income (loss) per share if their effect would be anti-dilutive. Accounting Pronouncements Recently Issued or Adopted In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses (“ASU 2024-03”). ASU 2024-03 requires additional footnote disclosure of the details of certain income statement expense line items as well as additional disclosure about selling expenses. This standard is effective for fiscal years beginning after December 15, 2026, and early adoption is permitted. The guidance is to be applied prospectively, with the option for retrospective application. The Company is currently evaluating the impact the adoption of this standard will have on its disclosures.
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