XML 55 R41.htm IDEA: XBRL DOCUMENT v3.25.4
Notes Payable, Net (Tables)
12 Months Ended
Dec. 31, 2025
Debt Disclosure [Abstract]  
Schedule of Long-Term Debt Instruments
Notes payable, net, consisted of the following (in thousands):
December 31, 2025December 31, 2024
2030 Notes$1,000,000 $— 
2033 Notes750,000 — 
2027 Notes81,110 690,000 
Total principal1,831,110 690,000 
Unamortized debt issuance costs(20,388)(9,711)
Total carrying amount of notes payable, net1,810,722 680,289 
Less: current portion (1)
(80,552)(680,289)
Long-term notes payable, net$1,730,170 $— 
(1)Pursuant to the terms of the 2027 Notes, as of December 31, 2025 and December 31, 2024, the last reported sale price per share of our common stock exceeded 130% of the conversion price for each of at least 20 trading days during the 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter. Therefore, the 2027 Notes, net of unamortized debt issuance costs, were convertible and accordingly classified as current liabilities within the consolidated balance sheets as of December 31, 2025 and December 31, 2024. Furthermore, subsequent to the year ended December 31, 2025, we redeemed and converted all of the outstanding 2027 Notes on February 10, 2026, and February 11, 2026, respectively. As a result, we have no 2027 Notes outstanding following settlement of the aforementioned redemption.
Interest expense related to the Senior Notes was as follows (in thousands):
Year Ended December 31, 2025
Contractual interest expense$87,101 
Amortization of debt issuance costs2,545 
Total interest expense$89,646 
Schedule of Debt Instrument Redemption On or after March 15, 2027, we may redeem the 2030 Notes at our option, in whole or in part at any time, at a redemption price equal to the percentage of principal amount set forth below, plus accrued and unpaid interest, if any:
YearPercentage
2027103.063 %
2028101.531 %
2029 and thereafter100.000 %
On or after March 15, 2028, we may redeem the 2033 Notes at our option, in whole or in part at any time, at a redemption price equal to the percentage of principal amount set forth below, plus accrued and unpaid interest, if any:
YearPercentage
2028103.125 %
2029101.563 %
2030 and thereafter100.000 %
Schedule of Conversions of Stock
Maturity DateInitial Conversion Price per ShareInitial Conversion Rate per $1,000 Par ValueInitial Number of Shares (Prior to Repurchase)
2027 NotesDecember 15, 2027$228.734.3720 shares3,016,680
Schedule of Interest Expense of Convertible Senior Notes
Interest expense related to the 2027 Notes was as follows (in thousands):
Year Ended December 31,
202520242023
Contractual interest expense$1,793$3,451$3,450
Amortization of debt issuance costs1,8983,1763,126
Total interest expense$3,691 $6,627 $6,576 
Schedule of Net Carrying Amount of Convertible Senior Notes
The estimated fair value of our outstanding notes payable at December 31, 2025 and December 31, 2024 is as follows (in thousands):
December 31, 2025December 31, 2024
2027 Notes$203,956 $1,798,526
2030 Notes1,036,830 — 
2033 Notes779,768 — 
Schedule of Convertible Note Hedge Transaction
To reduce the impact of potential economic dilution upon conversion of the 2027 Notes, in December 2022, we entered into a convertible note hedge transaction (the “Note Hedge” or “2027 Note Hedge”) with certain investment banks, with respect to our common stock, concurrently with the issuance of the 2027 Notes.
Purchase Price
(in thousands)
Shares Purchased
2027 Note Hedge$194,994 3,016,680
Schedule of Warrants Details of Convertible Senior Notes
Proceeds
(in thousands)
SharesStrike PriceFirst Expiration
2027 Warrants$124,269 3,016,680$338.86 March 15, 2028
Schedule of Maturities of Long-Term Debt
Maturities of principal amounts of notes payable are as follows for each respective year (in thousands). These maturities do not reflect the impact of any put, redemption or conversion provisions associated with certain debt instruments:
2026$— 
2027 (1)
81,110 
2028— 
2029— 
20301,000,000 
After 2030750,000 
Total principal$1,831,110 
(1)The 2027 Notes are contractually due in fiscal year 2027. However, as of December 31, 2025 and December 31, 2024, the 2027 Notes were convertible at the option of the holders into cash up to the principal amount, with conversion into common stock, cash, or a combination of cash and common stock, at our option, for any amount in excess of the principal. Therefore, the Notes were classified as current liabilities within our consolidated balance sheets as of December 31, 2025 and December 31, 2024. Subsequent to the year ended December 31, 2025, we redeemed and converted all of our outstanding 2027 Notes on February 10, 2026, and February 11, 2026, respectively, and in each case, pursuant to a notice of redemption delivered on December 18, 2025, and the terms of the indenture governing the 2027 Notes. Refer to Note 20 for additional details.