Notes Payable (Tables)

12 Months Ended

Dec. 31, 2025

Debt Disclosure [Abstract]

Schedule of Notes Payable

The tables below summarize these agreements as of December 31, 2025 and December 31, 2024, providing details on contractual maturity dates, contractual interest rates, unpaid principal balances, fair value adjustments, original issue discounts, including proceeds allocated to warrants, and net carrying values.

During the year ended December 31, 2025, the Company obtained control of AIXC (refer to Note 3 Business Acquisition for details of the transaction). Accordingly, AIXC’s assets and liabilities, including its outstanding debt instruments, have been consolidated as of September 29, 2025. The inclusion of AIXC’s debt in the consolidated balances below reflects the fair value of such obligations recognized upon initial consolidation.

Most of the Company’s notes payable are accounted for under the fair value option in accordance with ASC 825, with changes in fair value recorded in the Consolidated Statements of Operations and Comprehensive Loss. For instruments measured at fair value, no effective interest rate is presented, as changes in fair value capture all economic returns associated with these debt instruments. Although the stated interest rates on the SPA Portfolio Notes are 10% or 15%, the Company’s effective cost of capital is substantially higher. Each SPA Portfolio Note permits the holder to settle in shares at a value exceeding the stated principal and accrued interest. In addition, each noteholder receives an SPA Portfolio Warrant, and certain holders receive an Incremental Warrant. These settlement features and additional instruments have significant value and materially increase the effective cost of capital above the stated rates. Further, these instruments carry high interest rate structures and embedded economics that can result in a loss on issuance. The financial impact of the SPA Portfolio Notes is reflected in the change in fair value and loss on extinguishment line items in the Consolidated Statements of Operations and Comprehensive Loss.

	December 31, 2025
(in thousands)	Contractual Maturity Date	Contractual Interest Rates				Unpaid Principal Balance		Fair Value Measurement Adjustments		Original Issue Discount and Proceeds Allocated to Warrants		Net Carrying Value
2023 Unsecured SPA Notes	Various through November 2031	10	%	-	15%	$	8,100	$	(622)	$	(810)	$	6,668
Junior Secured SPA Notes	Various through December 2030	10%				12,107		(705)		—		11,402
2024 Unsecured SPA Notes	Various through December 2030	10%				6,070		(252)		—		5,818
2025 March Unsecured SPA Notes	Various dates in 2030	10%				5,508		(1,096)		(2,304)		2,108
2025 July Unsecured SPA Notes	August 2030	10%				37,592		(3,079)		(7,717)		26,796
Unsecured Convertible Notes	June 2026	4.27%				5,000		(1,558)		—		3,442
Notes payable – China other	Due on Demand	—%				4,290		—		—		4,290
2025 Convertible Note - AIXC	January 2026	—%				132		32		(22)		142
						$	78,799	$	(7,280)	$	(10,853)	$	60,666
Notes payable, current portion												$	4,432
Notes payable, long-term portion												$	56,234

	December 31, 2024
(in thousands)	Contractual Maturity Date	Contractual Interest Rates				Unpaid Principal Balance		Fair Value Measurement Adjustments		Original Issue Discount and Proceeds Allocated to Warrants		Net Carrying Value
Secured SPA Notes	Various	10	%	-	15%	$	3,118	$	2,651	$	(312)	$	5,457
2023 Unsecured SPA Notes	Various dates in 2029	10	%	-	15%	4,380		2,844		(508)		6,716
Junior Secured SPA Notes	September 2029	10%				28,840		13,163		(15,944)		26,059
2024 Unsecured SPA Notes	December 2029	10%				10,015		8,741		(11,724)		7,032
Notes payable – China other	Due on Demand	—%				4,173		—		—		4,173
Auto loans	October 2026	7%				51		—		—		51
						$	50,577	$	27,399	$	(28,488)	$	49,488
Notes payable, current portion												$	4,224
Notes payable, long-term portion												$	45,264

The future scheduled principal maturities of Related party notes payable as of December 31, 2025, are as follows:

(in thousands)
Years Ending December 31,	Amount
Due on demand	$	1,448
2026	2,059
2027	772
Thereafter	—
	$	4,279

Schedule of Notes Payable Rollforward

The following table presents a roll forward of the Company’s Notes payable balances from December 31, 2024 to December 31, 2025 with third parties. The table summarizes beginning and ending balances by debt category and details changes during the period, including repayments, conversions, reclassifications, fair value adjustments, and other significant transactions.

	Categories of Debt
(in thousands)	Secured SPA Notes		2023 Unsecured SPA Notes		Unsecured Convertible Notes		Junior Secured SPA Notes		2024 Unsecured SPA Notes		2025 March Unsecured SPA Notes		2025 July Unsecured SPA Notes		Notes  payable  – China other		2025 Convertible Note - AIXC		Promissory Notes - AIXC		Auto Loans		Total
Balance as of December 31, 2024 (a)	$	5,457	$	6,716	$	—	$	26,059	$	7,032	—		—		$	4,173	$	—	$	—	$	51	$	49,488
New Issuances (b)	—		11,666		3,535		17,423		42,565		17,847		38,564		—		—		—		—		131,600
Addition of Debt upon Consolidation of AIXC (c)	—		—		—		—		—		—		—		—		340		2,897		—		3,237
Repayment of Debt (d)	—		—		—		—		—		—		—		—		—		(3,250)		(6)		(3,256)
Conversion of Debt to Equity (e)	(3,535)		(9,133)		—		(23,031)		(33,244)		(12,803)		—		—		—		—		—		(81,746)
Fair Value Adjustments of Debt (f)	(1,922)		(2,581)		(93)		(10,575)		(10,535)		(2,936)		(10,242)		—		(198)		—		—		(39,082)
Reclassification of Debt Between Debt Categories (g)	—		—		—		1,526		—		—		(1,526)		—						—		—
Other Adjustments (h)	—		—		—		—		—		$	—	—		117		—		353		(45)		425
Balance as of December 31, 2025 (i)	$	—	$	6,668	$	3,442	$	11,402	$	5,818	$	2,108	$	26,796	$	4,290	$	142	$	—	$	—	$	60,666

(a) The carrying value for each note category, fair value or amortized cost depending on the election, as of December 31, 2024.

(b) Debt instruments issued during the period, recorded at fair value upon issuance if the fair value option is elected, or at principal balance net of discounts. For notes measured at fair value, the aggregate fair value adjustment recognized at issuance reduced the principal amount of notes issued during the period by $21,439 thousand. This reduction reflects the allocation of total transaction proceeds between the SPA Notes and the related SPA Warrants and Incremental Warrants issued as part of the bundled transaction.

(c) Represents the addition of AIXC’s outstanding debt instruments upon consolidation on September 29, 2025. The AIXC debt instruments were recognized at fair value on the acquisition date. For the AIXC promissory notes, which are carried at amortized cost as described below, the historical carrying value at the acquisition date was deemed to approximate fair value for purposes of ASC 805 initial measurement.

(d) Cash repayments of principal amounts during the period.

(e) Fair value of debt converted into equity during the period.

(f) Adjustments to debt fair value due to the fair value option election, embedded derivatives, or anti-dilution provisions. These adjustments are presented as a component of Change in fair value of notes payable, warrant liabilities, and derivative call options in the Consolidated Statements of Operations and Comprehensive Loss. Line-item Change in fair value of notes payable, warrant liabilities, and derivative call options also includes debt issuance costs of $6,044 thousand, which are separately identifiable from the fair value adjustments noted above. Instruments with a zero balance in this line are carried at amortized cost; the fair value option was not elected for such instruments.

(g) Transfers of amounts between debt categories, such as from secured to unsecured classifications.

(h) Miscellaneous changes not captured in other columns, such as currency adjustments and reclassification to accrued expenses.

(i) The carrying value for each note category, fair value or amortized cost depending on the election, as of December 31, 2025.

The following table presents a roll forward of the Company’s Notes payable balances from December 31, 2023 to December 31, 2024 with third parties. The table summarizes beginning and ending balances by debt category and details changes during the period, including repayments, conversions, reclassifications, fair value adjustments, and other significant transactions.

	Categories of Debt
(in thousands)	Secured SPA Notes		2023 Unsecured SPA Notes		Unsecured Convertible Notes		Junior Secured SPA Notes		2024 Unsecured SPA Notes		Notes  payable  – China other		Auto Loans		Total
Balance as of December 31, 2023 (a)	$	74,232	$	11,938	$	—	$	—	$	—	$	4,898	$	82	$	91,150
New Issuances (b)	10,701		—		34,885		9,950		1,755		—		—		57,291
Repayment of Debt, including periodic interest on debt carried at fair value (c)	—		—		—		—		—		—		(31)		(31)
Conversion of Debt to Equity (d)	(50,691)		(14,931)		—		(1,056)		—		—		—		(66,678)
Modifications and Extinguishments of Debt (e)	5,158		(2,394)		(65)		—		—		—		—		2,699
Fair Value Adjustments of Debt (f)	(33,943)		(10,268)		328		9,665		—		—		—		(34,218)
Reclassification of Debt Between Debt Categories (g)	—		22,371		(35,148)		7,500		5,277		—		—		—
Other Adjustments (h)	—										(725)		—		(725)
Balance as of December 31, 2024 (i)	$	5,457	$	6,716	$	—	$	26,059	$	7,032	$	4,173	$	51	$	49,488

(a) The carrying value for each note category, fair value or amortized cost depending on the election, as of December 31, 2023.

(b) Debt instruments issued during the period, recorded at fair value upon issuance if the fair value option is elected, or at principal balance net of discounts. For notes measured at fair value, the aggregate fair value adjustment recognized at issuance reduced the principal amount of notes issued during the period by $19,653 thousand. This reduction reflects the allocation of total transaction proceeds between the SPA Notes and the related SPA Warrants and Incremental Warrants issued as part of the bundled transaction.

(c) Cash repayments of principal amount and periodic interest, where fair value option is elected, during the period.

(d) Fair value of debt converted into equity during the period.

(e) Adjustments from amendments, modifications, or extinguishment of existing debt, in accordance with ASC 470-50, and presented as a component of Loss on settlement of notes payable in the Consolidated Statements of Operations.

(f) Adjustments to debt fair value due to the fair value option election, embedded derivatives, or anti-dilution provisions. These adjustments are presented as a component of Change in fair value of notes payable, warrant liabilities, and call option derivatives in the Consolidated Statements of Operations. Line-item 'Change in fair value of notes payable, warrant liabilities, and call option derivatives' also includes debt issuance costs of $4,886 thousand, which are separately identifiable from the fair value adjustments noted above. Instruments with a zero balance in this line are carried at amortized cost; the fair value option was not elected for such instruments.

(g) Transfers of amounts between debt categories, such as from secured to unsecured classifications.

(h) Miscellaneous changes not captured in other columns, such as currency adjustments.

(i) The carrying value for each note category, fair value or amortized cost depending on the election, as of December 31, 2024.

Schedule of Maturities of Long-term Debt

The future scheduled principal maturities of Notes payable as of December 31, 2025, are as follows:

(in thousands)
Due on demand	$	4,290
2026	5,132
2027	—
2028	—
2029	—
2030	61,277
Thereafter	8,100
	$	78,799