Annual report [Section 13 and 15(d), not S-K Item 405]

Business Combination (Tables)

v3.26.1
Business Combination (Tables)
12 Months Ended
Dec. 31, 2025
Business Combination [Abstract]  
Schedule of Fair Value of Consideration Transferred

The components of preliminary fair value of consideration transferred are as follows (in thousands):

Consideration Transferred

 

 

 

   Cash consideration paid to the former equityholders of IRRAS

 

$

15

 

   Stock consideration to the former equityholders of IRRAS

 

 

17,820

 

      Total consideration transferred

 

$

17,835

 

Summary of Purchase Price Allocation The following table summarizes the preliminary purchase price allocation as of the acquisition date (in thousands):

Net Assets Acquired

 

Fair Value

 

   Cash, cash equivalents, and restricted cash

 

$

1,152

 

   Accounts receivable, net

 

 

1,588

 

   Inventory, net

 

 

2,005

 

   Prepaid expenses and other current assets

 

 

414

 

   Property, plant, and equipment

 

 

50

 

   Operating right-of-use asset

 

 

2,670

 

   Intangible assets

 

 

14,090

 

   Goodwill

 

 

7,472

 

      Total assets acquired

 

$

29,441

 

 

 

 

 

   Accounts payable

 

 

1,249

 

   Accrued compensation

 

 

2,329

 

   Other accrued liabilities

 

 

5,004

 

   Operating lease liability, current portion

 

 

218

 

   Operating lease liability

 

 

2,452

 

   Deferred tax liabilities, net

 

 

354

 

      Total liabilities acquired

 

$

11,606

 

 

 

 

 

Net assets acquired

 

$

17,835

 

Summary of Valuation of Acquired Intangible Assets and Estimated Useful Lives

The following table summarizes the preliminary valuation of acquired intangible assets and estimated useful lives as of the acquisition date ($ in thousands):

 

 

Useful life
(in years)

 

Fair Value
(in thousands)

 

Developed Technology

 

10

 

$

11,890

 

Customer Relationships

 

6

 

 

1,650

 

Trademark/Trade Name

 

1

 

 

550

 

     Total identifiable intangible assets

 

 

 

$

14,090

 

Schedule of Unaudited Pro Forma Combined Results

The following table presents the unaudited pro forma combined results of the Company and the acquired assets of IRRAS for the years ended December 31, 2025 and 2024, as if the acquisition had occurred on January 1, 2024:

 

 

December 31,

 

(in thousands)

 

2025

 

 

2024

 

Net revenues

 

$

44,457

 

 

$

36,880

 

Net loss

 

$

36,041

 

 

$

30,574