Fair Value of Financial Instruments

3 Months Ended

Mar. 31, 2026

Fair Value Disclosures [Abstract]

Fair Value of Financial Instruments

Fair Value of Financial Instruments

For assets and liabilities measured at fair value on a recurring and nonrecurring basis, a three-level hierarchy of measurements based upon observable and unobservable inputs is used to arrive at fair value. Observable inputs are developed based on market data obtained from independent sources, while unobservable inputs reflect the Company’s assumptions about valuation based on the best information available in the circumstances. Depending on the inputs, the Company classifies each fair-value measurement as follows:

•Level 1 – based on quoted prices in active markets for identical assets or liabilities;

•Level 2 – based on other significant observable inputs for the assets or liabilities through corroborations with market data at the measurement date; and

•Level 3 – based on significant unobservable inputs that reflect management’s best estimate of what market participants would use to price the assets or liabilities at the measurement date.

Financial Instruments Measured at Carrying Value

Current Assets

Cash and cash equivalents (Level 1) are measured at carrying value, which approximates fair value because of the short-term maturities of these instruments.

Debt

The Company measured its material debt obligations and notes payable using original carrying value.

•The fair value of the Revolving Credit Agreement approximated carrying value, as it is a variable rate loan.

•The Company measured its non-interest bearing note payable using a rate which the Company could obtain financing of similar nature from other sources at the date of the transaction. The unamortized discount is reported in the Consolidated Balance Sheets as a deduction from the face amount of the note payable.

•The Promissory Note was issued for the acquisition of MTL on January 9, 2026. The debt was established at market rate and the fair value approximates carrying value since the period of time between issuance and March 31, 2026 is not significant.

•The Master Loan Agreements and the SBA Loan were part of debt assumed in the acquisition of MTL. The assumed debt is predominantly related to equipment loans which were issued within the past year and are third party agreements. The debt was recently established at market rates and is unlikely to have moved off market in the short period between the issuance in 2025 and March 31, 2026. Based on these factors, the fair value approximates carrying value.

The Company measured its material debt obligations and note payable using Level 2 inputs as follows:

(in thousands)	As of March 31, 2026
	Carrying Value		Fair Value
			Level 1		Level 2		Level 3
Revolving Credit Agreement	$	95,000	$	—	$	95,000	$	—
Note payable	2,629		—		2,629		—
Promissory Note	1,125		—		1,125		—
First Master Loan Agreement	3,191		—		3,191		—
Second Master Loan Agreement	1,904		—		1,904		—
SBA Loan	619		—		619		—

(in thousands)	As of December 31, 2025
	Carrying Value		Fair Value
			Level 1		Level 2		Level 3
Revolving Credit Agreement	$	95,000	$	—	$	95,000	$	—
Note payable	2,810		—		2,810		—

Other Financial Assets and Liabilities

In addition to the methods and assumptions used for the financial instruments discussed above, accounts receivable, net income tax receivable, accounts payable, and certain accrued expenses are measured at carrying value, which approximates fair value because of the short-term maturities of these instruments.