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Notes Payable (Tables)
 3 Months Ended
Mar. 31, 2026
Debt Disclosure [Abstract]  
Schedule of Notes Payable The tables below summarize these agreements as of March 31, 2026 and December 31, 2025, 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.
On September 29, 2025, the Company obtained control of AIXC. 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 Unaudited Condensed 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 Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss.
March 31, 2026
(in thousands)Contractual
Maturity Date		Contractual
Interest
Rates		Unpaid Principal
Balance		Fair Value
Measurement
Adjustments		Original Issue Discount and Proceeds Allocated to WarrantsNet
Carrying
Value
2023 Unsecured SPA NotesVarious through March 203210 %-15%$4,753 $78 $(475)$4,356 
Junior Secured SPA NotesVarious through December 203010%7,107 156 — 7,263 
2024 Unsecured SPA NotesJuly 203010%33 7 — 40 
2025 March Unsecured SPA NotesVarious through March 203110%8,538 (2,393)(2,703)3,442 
2025 July Unsecured SPA NotesAugust 203010%29,193 (422)(5,993)22,778 
Unsecured Convertible NotesVarious dates in 20264.27%5,500 (1,361)— 4,139 
Notes payable – China other
Due on Demand—%4,349 — — 4,349 
$59,473 $(3,935)$(9,171)$46,367 
Notes payable, current portion$4,349 
Notes payable, long-term portion$42,018 
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 WarrantsNet
Carrying
Value
2023 Unsecured SPA NotesVarious through November 203110%-15%8,100(622)(810)6,668
Junior Secured SPA NotesVarious through December 203010%12,107(705)—11,402
2024 Unsecured SPA NotesVarious through December 203010%6,070(252)—5,818
2025 March Unsecured SPA NotesVarious dates in 203010%5,508(1,096)(2,304)2,108
2025 July Unsecured SPA NotesAugust 203010%37,592(3,079)(7,717)26,796
Unsecured Convertible NotesJune 20264.27%5,000(1,558)—3,442
Notes payable – China other
Due on Demand—%4,290——4,290
2025 Convertible Note - AICXJanuary 2026—%13232(22)142
$78,799$(7,280)$(10,853)$60,666
Notes payable, current portion$4,432
Notes payable, long-term portion$56,234
The future scheduled principal maturities of Related party notes payable as of March 31, 2026, are as follows:
(in thousands)
Years Ending December 31,
Amount
Due on demand$510 
2026783 
20271,160 
20281,739 
$4,192 
Schedule of Notes Payable Rollforward
The following table presents a roll forward of the Company’s Notes payable balances from December 31, 2025 to March 31, 2026 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)2023
Unsecured
SPA Notes		Unsecured
Convertible
Notes		Junior
Secured
SPA Notes		2024
Unsecured
SPA Notes		2025 March Unsecured SPA Notes2025 July Unsecured SPA NotesNotes 
payable 
–
China other		2025 Convertible Note - AIXCTotal
Balance as of December 31, 2025 (a)$6,668 $3,442 $11,402 $5,818 2,108 26,796 $4,290 $142 $60,666 
New Issuances (b)3,600 376 — — 1,903 — — — 5,879 
Repayment of Debt (c)— — — — — — — (132)(132)
Conversion of Debt to Equity (d)(6,724)— (5,146)(6,300)(656)(6,491)— — (25,317)
Fair Value Adjustments of Debt (e)812 321 1,007 522 87 2,473 — (10)5,212 
Other Adjustments (f)— — — — $— — 59 — 59 
Balance as of March 31, 2026 (g)$4,356 $4,139 $7,263 $40 $3,442 $22,778 $4,349 $— $46,367 
(a) The carrying value for each note category, fair value or amortized cost depending on the election, as of December 31, 2025.
(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 $3,341 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 amounts during the period.
(d) 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 Unaudited Condensed 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 $1,160 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.
(f) Miscellaneous changes not captured in other columns, such as currency adjustments and reclassification to accrued expenses.
(g) The carrying value for each note category, fair value or amortized cost depending on the election, as of March 31, 2026.
The following table presents a roll forward of the Company’s Notes payable balances from December 31, 2024 to March 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		Junior
Secured
SPA Notes		2024
Unsecured
SPA Notes		2025 March Unsecured SPA Notes2025 July Unsecured SPA NotesNotes 
payable 
–
China other		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)— — — 11,096 807 — — — 11,903 
Repayment of Debt, including periodic interest on debt carried at fair value (c)— — — — — — — (6)(6)
Conversion of Debt to Equity (d)(589)(4,692)(9,564)— — — — — (14,845)
Fair Value Adjustments of Debt (e)(2,479)(2,024)(10,435)(6,798)(44)— — — (21,780)
Other Adjustments (f)— — — (41)(45)(86)
Balance as of March 31, 2025 (g)$2,389 $— $6,060 $11,330 $763 $— $4,132 $— $24,674 
(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 $10,097 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.
(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 $429 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.
(f) Miscellaneous changes not captured in other columns, such as currency adjustments.
(g) The carrying value for each note category, fair value or amortized cost depending on the election, as of March 31, 2025.
Schedule of Maturities of Long-term Debt
The future scheduled principal maturities of Notes payable as of March 31, 2026, are as follows:
(in thousands)
Due on demand$4,349 
20265,500 
2027— 
2028— 
2029— 
203036,334 
Thereafter13,290 
$59,473