XML 23 R12.htm IDEA: XBRL DOCUMENT
v3.26.1

Loans Receivable, Net | 3 Months Ended
--- | ---
Mar. 31, 2026
Receivables [Abstract] |
Loans Receivable, Net | Loans Receivable, Net Term Facility and Delayed-Draw Term Facility On November 18, 2025, the Company entered into a loan agreement with W3C Corp. ("W3C"), pursuant to which the Company agreed to provide up to $70.0 million of secured financing, consisting of (i) a term loan facility with aggregate commitments of up to $60.0 million (the "Term Facility") and (ii) a delayed-draw term loan facility with aggregate commitments of up to $10.0 million (the "Delayed-Draw Term Facility" and collectively with the Term Facility, the "Facilities"). The Facilities are secured by substantially all of the assets of W3C and certain of its subsidiaries, subject to customary exceptions. As of March 31, 2026, the carrying amount of the Term Facility and Delayed-Draw Term Facility is $62.4 million and $10.2 million, respectively. Borrowings under the Term Facility bear interest at a rate of 12.0% per annum, compounded monthly, while borrowings under the Delayed-Draw Term Facility bear interest at a rate of 6.0% per annum, compounded quarterly. In each case, accrued interest is capitalized and added to the outstanding principal balance. The loan agreement also provides for a one-time upfront fee equal to 2.0% of the Term Facility and an exit fee of up to $7.2 million, which is reduced by the aggregate amount of upfront fees paid and capitalized interest at the time of repayment. Accordingly, interest income associated with the Facilities reflects both contractual interest accrued on outstanding borrowings and the amortization of the upfront and exit fees, which is accounted for as an adjustment to the loan yield. For the three months ended March 31, 2026, the Company recognized interest income related to the Facilities of $4.4 million. As of March 31, 2026, amounts outstanding under the Term Facility were expected to be repaid in connection with the consummation of the acquisition. Accordingly, the effective interest rate on the Term Facility is higher than the stated contractual rate due to the amortization of upfront and exit fees, while the effective interest rate on the Delayed-Draw Term Facility approximates its stated contractual rate. The Facilities mature on the earlier of (i) consummation of the acquisition and (ii) the date falling twelve months after the initial borrowing under the Term Facility, subject to extensions in certain circumstances as provided in the loan agreement. For further details on these arrangements, refer to "Note 15 - Subsequent Events". Covenants The Facilities contain customary affirmative and negative covenants, including limitations on additional indebtedness, liens, asset sales, acquisitions and distributions, as well as a minimum liquidity covenant. The Facilities also include customary events of default, including non-payment, breach of covenants and insolvency events, which could result in the acceleration of amounts outstanding. As of March 31, 2026, W3C was in compliance with all applicable covenants. Credit Risk and Allowance for Credit Losses As of March 31, 2026, the Company concluded that no allowance for credit losses was required based on the secured nature of the receivables, the short-term expected duration of the arrangements, and the Company’s assessment of the creditworthiness of the counterparty. Seller Promissory Note On November 18, 2025, the Company entered into a secured promissory note with the seller of W3C, a related party (the "Seller Note"), pursuant to which the Company extended a loan in the principal amount of $10.0 million. The Seller Note bears interest at a rate of 6.0% per annum, compounded quarterly, with accrued interest capitalized and added to the outstanding principal balance. The Seller Note is secured by a pledge of the seller’s equity interests in W3C As of March 31, 2026, the carrying amount of the Seller Note is $10.2 million. All outstanding principal and accrued interest under the Seller Note is due and payable upon the earlier of the consummation of the acquisition or the occurrence of specified termination events. Upon consummation of the acquisition, the outstanding principal and accrued interest were expected to be settled through a non-cash offset against the purchase consideration otherwise payable to the seller. Interest income associated with the Seller Note is recognized in interest income. For the three months ended March 31, 2026, the Company recognized $0.1 million of interest income related to the Seller Note. Based on the short-term expected duration of the arrangement, the secured nature of the Seller Note, and the anticipated settlement through offset at closing, the Company determined that no allowance for credit losses was required as of March 31, 2026. For further details on these arrangements, refer to "Note 15 - Subsequent Events".

X
- Definition The entire disclosure for financing receivable. + References Reference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 310 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 12A -Publisher FASB -URI https://asc.fasb.org/1943274/2147481933/310-10-55-12A Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 310 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 42 -Subparagraph (a)(2) -Publisher FASB -URI https://asc.fasb.org/1943274/2147481962/310-10-50-42 Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 310 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 44 -Subparagraph (a)(1) -Publisher FASB -URI https://asc.fasb.org/1943274/2147481962/310-10-50-44 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 310 -SubTopic 10 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/310-10/tableOfContent Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 310 -SubTopic 20 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/310-20/tableOfContent + Details
Name: | us-gaap_FinancingReceivablesTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- References No definition available. + Details
Name: | us-gaap_ReceivablesAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration