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Divestitures | 12 Months Ended
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Dec. 31, 2025
Discontinued Operations and Disposal Groups [Abstract] |
Divestitures | NOTE 7 – DIVESTITURES AutoSense In-cabin Safety Business and Related Imaging Solutions In December 2023, the Company entered into a definitive agreement with Tobii in connection with the AutoSense Divestiture. The AutoSense Divestiture represented a 100% equity sale transaction of two of the Company’s wholly-owned subsidiaries and was expected to streamline the Company’s business to further focus its business on entertainment-related products and services. In January 2024, the AutoSense Divestiture was completed for total consideration of $44.3 million, comprised of $10.8 million of cash, a note receivable from Tobii (the “Tobii Note”) of $27.7 million, and deferred consideration (as described under Deferred Consideration below) totaling $15.0 million, which was estimated to have a fair value of $5.8 million based on a present value factor as of January 31, 2024. The $10.8 million of cash included in the total consideration represents the cash balance that was transferred to Tobii upon completion of the AutoSense Divestiture to support operations during the transition and was subsequently returned to the Company, and as such, this amount is included in the assets sold as of January 31, 2024 and in the total consideration received. In addition, there may be potential earnout payments (as described under Contingent Consideration below) payable in 2031, contingent upon the future success of the divested AutoSense in-cabin safety business. In connection with the AutoSense Divestiture, the Company also recorded a liability of $7.1 million for potential indemnification of certain pre-closing date matters. As of January 31, 2024, the Company derecognized the carrying amounts of the following assets and liabilities (in thousands):
|  | January 31, 2024 |
|  | Current |  |  | Noncurrent |  |  | Total |
Assets: |  |  |  |  |  |  |  |  |
Cash and cash equivalents |  | $ | 11,025 |  |  | $ | — |  |  | $ | 11,025 |
Accounts receivable, net |  |  | 3,392 |  |  |  | — |  |  |  | 3,392 |
Unbilled contracts receivable, net |  |  | 1,398 |  |  |  | 5,320 |  |  |  | 6,718 |
Prepaid expenses and other current assets |  |  | 812 |  |  |  | — |  |  |  | 812 |
Property and equipment, net |  |  | — |  |  |  | 2,291 |  |  |  | 2,291 |
Operating lease right-of-use assets |  |  | — |  |  |  | 3,272 |  |  |  | 3,272 |
Other noncurrent assets |  |  | — |  |  |  | 2,887 |  |  |  | 2,887 |
Total assets held for sale (1) |  | $ | 16,627 |  |  | $ | 13,770 |  |  | $ | 30,397 |
Liabilities: |  |  |  |  |  |  |  |  |
Accounts payable |  | $ | 248 |  |  | $ | — |  |  | $ | 248 |
Accrued liabilities |  |  | 4,933 |  |  |  | — |  |  |  | 4,933 |
Deferred revenue |  |  | 1,114 |  |  |  | — |  |  |  | 1,114 |
Operating lease liabilities, noncurrent |  |  | — |  |  |  | 2,708 |  |  |  | 2,708 |
Other noncurrent liabilities |  |  | — |  |  |  | 7,064 |  |  |  | 7,064 |
Total liabilities held for sale |  | $ | 6,295 |  |  | $ | 9,772 |  |  | $ | 16,067 |
Net assets held for sale |  | $ | 10,332 |  |  | $ | 3,998 |  |  | $ | 14,330 |
(1) Total assets held for sale also included certain fully amortized finite-lived intangible assets with an original cost of $35.2 million. Upon the completion of the AutoSense Divestiture, the Company recognized a pre-tax gain of $22.9 million. The AutoSense Divestiture did not represent a strategic shift that would have a major effect on the Company’s consolidated results of operations, and therefore, its results of operations were not reported as discontinued operations. Note Receivable from Tobii AB The Tobii Note, with a fixed interest rate of 8% per annum, matures on April 1, 2029 and is payable in three annual installments. Tobii may, at any time and on any one or more occasions, prepay all or any portion of the outstanding principal amount, along with accrued interest, without any penalty. In the event of default, an additional interest of 2% per annum may be applied to the outstanding balance of the Tobii Note, and the Company has the right to demand full or partial payment on the outstanding balance with unpaid interest. The Tobii Note is secured by a floating lien and security interest in certain of Tobii’s assets, rights, and properties, and contains customary affirmative and negative covenants including the restrictions on incurring certain indebtedness, and certain change of control and asset sale events, but does not include any financial covenants. The Tobii Note has the following scheduled principal repayments (in thousands):
Date of Principal Payment: |  | Amount |
April 1, 2027 |  | $ | 10,000 |
April 1, 2028 |  |  | 10,000 |
April 1, 2029 |  |  | 7,676 |
Total principal payments |  | $ | 27,676 |
The Company elected to present accrued interest within the carrying amount of note receivable, noncurrent, in the consolidated balance sheets. The carrying amount of the Tobii Note is as follows (in thousands):
|  | December 31, |
|  | 2025 |  |  | 2024 |
Outstanding principal amount |  | $ | 27,676 |  |  | $ | 27,676 |
Add: interest accrued to date |  |  | 4,252 |  |  |  | 2,026 |
Carrying amount—note receivable, noncurrent |  | $ | 31,928 |  |  | $ | 29,702 |
For the years ended December 31, 2025 and 2024, the Company recognized interest income of $2.2 million and $2.0 million, respectively. Deferred Consideration The deferred consideration consists of guaranteed future cash payments, which are scheduled to be made by Tobii in four annual payments as follows (in thousands):
Date of Payment: |  | Amount |
February 15, 2028 |  | $ | 3,000 |
February 15, 2029 |  |  | 2,250 |
February 15, 2030 |  |  | 4,500 |
February 15, 2031 |  |  | 5,250 |
Total future payments |  | $ | 15,000 |
At the closing date of the Tobii Note, there was $9.2 million of discount on the deferred consideration to be accreted as interest income up to the date of the final payment. For the years ended December 31, 2025 and 2024, the Company accreted $1.2 million and $1.0 million of the discount as interest income, respectively. The net carrying amount of the deferred consideration is as follows (in thousands):
|  | December 31, |
|  | 2025 |  |  | 2024 |
Total deferred consideration |  | $ | 15,000 |  |  | $ | 15,000 |
Less: unamortized discount on deferred consideration |  |  | (6,985 | ) |  |  | (8,197 | )
Net carrying amount |  | $ | 8,015 |  |  | $ | 6,803 |
Contingent Consideration The earnout represents potential incremental cash consideration, and the payment is contingent upon the achievement of certain targeted shipments, between January 1, 2024 and December 31, 2030, of qualified automotive products featuring the AutoSense in-cabin safety technology and the related imaging solutions. At the closing date of the AutoSense Divestiture, the Company elected to apply the gain contingency guidance under ASC 450—Contingencies, as it could not reasonably estimate shipment amounts. As a result, the Company deferred the recognition of the contingent consideration until it becomes realized or realizable. Perceive Corporation In August 2024, the Company and one of its subsidiaries, Perceive (“Seller”), of which the Company owned approximately 76.4% of the equity interests, entered into an Asset Purchase Agreement with Amazon.com Services LLC (“Buyer”) pursuant to which Buyer has agreed to purchase and assume from Seller substantially all the assets and certain liabilities of Seller for $80.0 million in cash, including a holdback of $12.0 million to be held for 18 months after the closing of the transaction to secure the Company’s and Seller’s indemnification obligations (the “Perceive Transaction”). The Perceive Transaction was subsequently completed in October 2024. The Perceive Transaction did not represent a strategic shift that would have a major effect on the Company’s consolidated results of operations, and therefore, its results of operations were not reported as discontinued operations. As of October 2, 2024, the Company derecognized the carrying amounts of the following assets and liabilities (in thousands):
|  | October 2, 2024 |
|  | Current |  |  | Noncurrent |  |  | Total |
Assets: |  |  |  |  |  |  |  |  |
Prepaid expenses and other current assets |  | $ | 1,306 |  |  | $ | — |  |  | $ | 1,306 |
Property and equipment, net |  |  | — |  |  |  | 95 |  |  |  | 95 |
Operating lease right-of-use assets |  |  | — |  |  |  | 72 |  |  |  | 72 |
Other noncurrent assets |  |  | — |  |  |  | 4 |  |  |  | 4 |
Total assets held for sale |  | $ | 1,306 |  |  | $ | 171 |  |  | $ | 1,477 |
Liabilities: |  |  |  |  |  |  |  |  |
Accrued liabilities |  |  | 67 |  |  |  | — |  |  |  | 67 |
Operating lease liabilities, noncurrent |  |  | — |  |  |  | 6 |  |  |  | 6 |
Total liabilities held for sale |  | $ | 67 |  |  | $ | 6 |  |  | $ | 73 |
Net assets held for sale |  | $ | 1,239 |  |  | $ | 165 |  |  | $ | 1,404 |
Upon the completion of the Perceive Transaction in October 2024, the Company recognized a pre-tax gain of $77.9 million, of which $59.5 million was attributable to the Company. Holdback Consideration Upon the completion of the Perceive Transaction, the holdback consideration of $12.0 million was estimated to have a then fair value of $11.3 million, resulting in a discount of $0.7 million. For the year ended December 31, 2025, discount accreted as interest income was $0.5 million, whereas it was insignificant in the year ended December 31, 2024. The net carrying amount of the holdback consideration is as follows (in thousands):
|  | December 31, |
|  | 2025 |  |  | 2024 |
Holdback consideration |  | $ | 12,000 |  |  | $ | 12,000 |
Less: unamortized discount on holdback consideration |  |  | (120 | ) |  |  | (586 | )
Net carrying amount |  | $ | 11,880 |  |  | $ | 11,414 |

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- Definition The entire disclosure related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 205 -SubTopic 20 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/205-20/tableOfContent Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 360 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/360/tableOfContent + Details
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