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Subsequent Events | 3 Months Ended
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Mar. 31, 2026
Subsequent Events [Abstract] |
Subsequent Events | Subsequent Events Management Changes On April 17, 2026, Toby Neugebauer was removed by the Company's Board of Directors (the "Board") from the positions of President and Chief Executive Officer of the Company. Mr. Neugebauer remained an employee and a member of the Board. On the same date, the Board established an Interim Office of the CEO, which includes Jacobo Ortiz Blanes, the Company's Chief Operating Officer, and Anna Bofa, each of whom was appointed as a Co-President of the Company. Mr. Ortiz Blanes and Ms. Bofa share responsibility for the day-to-day operations of the Company while a search for a permanent Chief Executive Officer is underway. Also on April 17, 2026, pursuant to the Director Nomination Agreement, the Melissa A. Neugebauer 2020 Trust exercised its right to nominate Miles Everson to the Board, and the Board appointed him as a director. Effective April 19, 2026, Mr. Everson resigned from his position as Chief Financial Officer of the Company. For purposes of the Employment Agreement between the Company and Mr. Everson, dated September 30, 2025, Mr. Everson's resignation was without "Good Reason" (as defined therein). On April 29, 2026, the Board appointed Robert L. Masson as Interim Chief Financial Officer and principal financial officer of the Company until a permanent successor is named. On April 30, 2026, the Company terminated Mr. Neugebauer's employment for Cause pursuant to his employment agreement as a result of conduct in violation of the terms of such agreement and of Company policies. As a result of his termination for Cause, Mr. Neugebauer was automatically removed from the Board. On May 4, 2026, pursuant to the Director Nomination Agreement, Vicksburg Equity Holdings, LLC ("Vicksburg"), as assignee from TMNN Manager, LLC, exercised the right to nominate Larry Kellerman, the Company's Head of Power, to the Board, and the Board appointed him as a director to fill the vacancy created by Mr. Neugebauer's removal from the Board. Vicksburg is controlled by Mr. Neugebauer. MPS Pre-commencement Lease Amendment On April 13, 2026, Fermi Mobile Gen LLC, a wholly owned subsidiary of the Company, entered into the First Amendment (the "Amendment") to the MPS Agreement. Fermi Inc. acknowledged and reaffirmed its guaranty of the Lessee's obligations under the MPS Agreement in connection with the Amendment. As of March 31, 2026, as described in Note 6, Leases, lease commencement had not occurred for any of the seven units because the contractual preconditions for the Company's pick-up obligation had not been satisfied. The Amendment was entered into by mutual agreement of the parties to restructure the delivery timeline in light of these circumstances. Under the Amendment, the pick-up dates for all seven units will commence July 1, 2027 and end September 30, 2027, with the pick-up deadline for all units extended to September 30, 2027. All other material terms of the MPS Agreement, including the monthly base rent structure extending through 2045 and the absence of termination rights for convenience, remain unchanged. The Company has accounted for the Amendment as a pre-commencement modification. The modified contract continues to contain a lease. The right-of-use asset and lease liability will be measured and recognized at the commencement date based on the modified terms. In connection with the deferral, the Amendment permits MPS to lease, sublease, or otherwise make the units available to third parties during the extension period. In the event that any unit is not available for pick-up during the amended pick-up dates as a result of third-party use, the applicable pick-up deadline will automatically extend until such time as the unit is made available by MPS.

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- Definition The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 855 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/855/tableOfContent Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 855 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147483399/855-10-50-2 + Details
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