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v3.26.1

Borrowings and Derivative Liabilities (Tables) | 3 Months Ended | 12 Months Ended
--- | --- | ---
Mar. 29, 2026 | Dec. 28, 2025
Borrowings and Derivative Liabilities [Abstract] |  |
Schedule of Borrowings and Derivative Liabilities | The Company’s borrowings and derivative liabilities consisted of the following (in thousands):
|  | As of |
|  | March 29, |  |  | December 28, |
|  | 2026 |  |  | 2025 |
Short-term debt (including current portion of long-term debt): |  |  |  |  |  |
March 2026 Bridge Note |  | $ | 9,500 |  |  | $ | — |
$1.9 Million Note |  |  | 1,530 |  |  |  | — |
Cobalt Loan |  |  | 2,706 |  |  |  | — |
Total Short-term debt with third parties |  |  | 13,736 |  |  |  | — |
Current portion of long-term debt |  |  | 2,786 |  |  |  | 2,786 |
Total short-term debt and current portion of long-term debt |  | $ | 16,522 |  |  | $ | 2,786 |
Short-term debt with related parties: |  |  |  |  |  |  |  |
Seller Note – related party |  | $ | 20,000 |  |  | $ | 20,000 |
Loan with related party |  |  | 1,500 |  |  |  | 1,500 |
Total short-term debt with related parties |  | $ | 21,500 |  |  | $ | 21,500 |
Long-term debt: |  |  |  |  |  |  |  |
12.0% senior unsecured convertible notes and related derivative liabilities |  |  |  |  |  |  |  |
July 2024 Notes |  | $ | 31,911 |  |  | $ | 32,969 |
July 2024 Notes – related parties |  |  | 7,946 |  |  |  | 7,631 |
Subtotal July 2024 Notes |  |  | 39,857 |  |  |  | 40,600 |
July 2025 Note – related party |  |  | 1,519 |  |  |  | 1,443 |
November 2025 Note – related party |  |  | 517 |  |  |  | 491 |
January 2026 Note – related party |  |  | 1,038 |  |  |  | — |
July 2024 Notes derivative liability |  |  | 14,042 |  |  |  | 19,604 |
July 2024 Notes derivative liability – related party |  |  | 9,036 |  |  |  | 12,615 |
Subtotal July 2024 Notes derivative liability |  |  | 23,078 |  |  |  | 32,219 |
July 2025 Note derivative liability – related party |  |  | 2,239 |  |  |  | 3,246 |
November 2025 Note derivative liability – related party |  |  | 1,069 |  |  |  | — |
January 2026 Note derivative liability – related party |  |  | 1,467 |  |  |  | 1,488 |
Total 12.0% senior unsecured convertible notes and derivative liabilities |  |  | 70,784 |  |  |  | 79,487 |
7.0% senior unsecured convertible notes and derivative liabilities |  |  |  |  |  |  |  |
September 2024 Notes |  |  | 15,942 |  |  |  | 14,332 |
September 2024 Notes – related parties |  |  | 2,804 |  |  |  | 2,346 |
Subtotal September 2024 Notes |  |  | 18,746 |  |  |  | 16,678 |
September 2025 Notes |  |  | 3,575 |  |  |  | 3,354 |
September 2024 Notes derivative liability |  |  | 26,351 |  |  |  | 37,930 |
September 2024 Notes derivative liability – related parties |  |  | 4,286 |  |  |  | 5,870 |
Subtotal September 2024 Notes derivative liability |  |  | 30,637 |  |  |  | 43,800 |
September 2025 Notes derivative liability |  |  | 10,825 |  |  |  | 14,756 |
Total 7.0% senior unsecured convertible notes and derivative liabilities |  |  | 63,783 |  |  |  | 78,588 |
Total notes payable and derivative liabilities |  |  | 134,567 |  |  |  | 158,075 |
Less current portion |  |  | (2,786 | ) |  |  | (2,786 | )
Total senior unsecured convertible notes payable and derivative liabilities, net of current portion |  | $ | 131,781 |  |  | $ | 155,289 |
Balance sheet classification of long-term debt |  |  |  |  |  |  |  |
Notes payable and derivative liabilities, net of current portion |  | $ | 99,860 |  |  | $ | 120,159 |
Notes payable and derivative liabilities with related parties |  |  | 31,921 |  |  |  | 35,130 |
Total long-term debt including net of current portion |  |  | 131,781 |  |  |  | 155,289 |
Current portion of long-term debt |  |  | 2,786 |  |  |  | 2,786 |
Total long-term debt |  | $ | 134,567 |  |  | $ | 158,075 |
| The Company’s borrowings and derivative liabilities consisted of the following (in thousands):
|  | As of |
|  | December 28, |  |  | December 29, |
|  | 2025 |  |  | 2024 |
Short term: |  |  |  |  |  |
Seller Note – related party |  | $ | 20,000 |  |  | $ | — |
Loan with related party |  |  | 1,500 |  |  |  | 1,500 |
Total short-term debt with related parties |  | $ | 21,500 |  |  | $ | 1,500 |
Long-term: |  |  |  |  |  |  |  |
12.0% senior unsecured convertible notes and related derivative liabilities |  |  |  |  |  |  |  |
July 2024 Notes |  | $ | 32,969 |  |  | $ | 17,965 |
July 2024 Notes – related parties |  |  | 7,631 |  |  |  | 24,632 |
Subtotal July 2024 Notes |  |  | 40,600 |  |  |  | 42,597 |
July 2025 Note – related party |  |  | 1,443 |  |  |  | — |
November 2025 Note – related party |  |  | 491 |  |  |  | — |
July 2024 Notes derivative liability |  |  | 19,604 |  |  |  | 13,563 |
July 2024 Notes derivative liability – related party |  |  | 12,615 |  |  |  | 21,127 |
Subtotal July 2024 Notes derivative liability |  |  | 32,219 |  |  |  | 34,690 |
July 2025 Note derivative liability – related party |  |  | 3,246 |  |  |  | — |
November 2025 Note derivative liability – related party |  |  | 1,488 |  |  |  | — |
Total 12.0% senior unsecured convertible notes and derivative liabilities |  |  | 79,487 |  |  |  | 77,287 |
7.0% senior unsecured convertible notes and derivative liabilities |  |  |  |  |  |  |  |
September 2024 Notes |  |  | 14,332 |  |  |  | 5,636 |
September 2024 Notes – related parties |  |  | 2,346 |  |  |  | 476 |
Subtotal September 2024 Notes |  |  | 16,678 |  |  |  | 6,112 |
September 2025 Notes |  |  | 3,354 |  |  |  | — |
September 2024 Notes derivative liability |  |  | 37,930 |  |  |  | 55,474 |
September 2024 Notes derivative liability – related parties |  |  | 5,870 |  |  |  | 6,958 |
Subtotal September 2024 Notes derivative liability |  |  | 43,800 |  |  |  | 62,432 |
September 2025 Notes derivative liability |  |  | 14,756 |  |  |  | — |
Total 7.0% senior unsecured convertible notes and derivative liabilities |  |  | 78,588 |  |  |  | 68,544 |
Total notes payable and derivative liabilities |  |  | 158,075 |  |  |  | 145,831 |
Less current portion |  |  | (2,786 | ) |  |  | — |
Total senior unsecured convertible notes payable and derivative liabilities, net of current portion |  | $ | 155,289 |  |  | $ | 145,831 |
Balance sheet classification |  |  |  |  |  |  |  |
Current liabilities |  |  |  |  |  |  |  |
Notes payable, current portion |  | $ | 2,786 |  |  | $ | — |
Long-term liabilities |  |  |  |  |  |  |  |
Notes payable and derivative liabilities, net of current portion |  | $ | 120,159 |  |  | $ | 92,638 |
Notes payable and derivative liabilities with related parties |  |  | 35,130 |  |  |  | 53,193 |
Total |  | $ | 155,289 |  |  | $ | 145,831 |
Schedule of Fair Value of the Derivative Liability | The carrying amount of the July 2024 Notes was as follows (in thousands):
|  | As of |
|  | March 29, |  |  | December 28, |
|  | 2026 |  |  | 2025 |
July 2024 Notes principal amount (1) |  | $ | 55,566 |  |  | $ | 56,801 |
Less Unamortized debt discount |  |  | (15,709 | ) |  |  | (16,201 | )
Net carrying amount of July 2024 Notes |  | $ | 39,857 |  |  | $ | 40,600 |
| (1) | Includes capitalized coupon interest of $7.5 million and $8.6 million as of March 29, 2026 and December 28, 2025, respectively, and capitalized contingent interest of $2.0 million and $2.2 million as of March 29, 2026 and December 28, 2025, respectively.
The carrying amount of the July 2025 Note was as follows (in thousands):
|  | As of |
|  | March 29, |  |  | December 28, |
|  | 2026 |  |  | 2025 |
July 2025 Note principal amount |  | $ | 5,000 |  |  | $ | 5,000 |
Less Unamortized debt discount |  |  | (3,481 | ) |  |  | (3,557 | )
Net carrying amount of July 2025 Note |  | $ | 1,519 |  |  | $ | 1,443 |
The carrying amount of the November 2025 Note was as follows (in thousands):
|  | As of |
|  | March 29, |  |  | December 28, |
|  | 2026 |  |  | 2025 |
November 2025 Note principal amount |  | $ | 2,000 |  |  | $ | 2,000 |
Less Unamortized debt discount |  |  | (1,483 | ) |  |  | (1,509 | )
Net carrying amount of November 2025 Note |  | $ | 517 |  |  | $ | 491 |
The carrying amount of the January 2026 Note was as follows (in thousands):
|  | As of |
|  | March 29, |
|  | 2026 |
January 2026 Note principal amount |  | $ | 3,300 |
Less Unamortized debt discount |  |  | (2,262 | )
Net carrying amount of January 2026 Note |  | $ | 1,038 |
The carrying amount of the convertible September 2024 Notes was as follows (in thousands):
|  | As of |
|  | March 29, |  |  | December 28, |
|  | 2026 |  |  | 2025 |
September 2024 Notes |  | $ | 62,543 |  |  | $ | 65,293 |
Less Unamortized debt discount |  |  | (43,797 | ) |  |  | (48,615 | )
Net carrying amount of September 2024 Notes |  | $ | 18,746 |  |  | $ | 16,678 |
The carrying amount of the September 2025 Notes, inclusive of the fair value of the derivative liabilities was as follows (in thousands):
|  | As of |
|  | March 29, |  |  | December 28, |
|  | 2026 |  |  | 2025 |
September 2024 Notes |  | $ | 22,000 |  |  | $ | 22,000 |
Less Unamortized debt discount |  |  | (18,425 | ) |  |  | (18,646 | )
Net carrying amount of September 2024 Notes |  | $ | 3,575 |  |  | $ | 3,354 |
| The carrying amount of the July 2024 Notes was as follows (in thousands):
|  | As of |
|  | December 28, |  |  | December 29, |
|  | 2025 |  |  | 2024 |
July 2024 Notes principal amount |  | $ | 56,801 |  |  | $ | 59,587 |
Less Unamortized debt discount |  |  | (16,201 | ) |  |  | (16,990 | )
Net carrying amount of July 2024 Notes |  | $ | 40,600 |  |  | $ | 42,597 |
The carrying amount of the July 2025 Note was as follows (in thousands):
|  | As of |
|  | December 28, |
|  | 2025 |
July 2025 Note – related party |  | $ | 5,000 |
Less Unamortized debt discount – related party |  |  | (3,557 | )
Net carrying amount of July 2025 Note – related party |  | $ | 1,443 |
The carrying amount of the convertible November 2025 Note was as follows (in thousands):
|  | As of |
|  | December 28, |
|  | 2025 |
November 2025 Note – related party |  | $ | 2,000 |
Less Unamortized debt discount – related party |  |  | (1,509 | )
Net carrying amount of November 2025 Note – related party |  | $ | 491 |
The carrying amount of the convertible September 2024 Notes was as follows (in thousands):
|  | As of |
|  | December 28, |  |  | December 29, |
|  | 2025 |  |  | 2024 |
September 2024 Notes |  | $ | 65,293 |  |  | $ | 79,800 |
Less Unamortized debt discount |  |  | (48,615 | ) |  |  | (73,688 | )
Net carrying amount of September 2024 Notes |  | $ | 16,678 |  |  | $ | 6,112 |
The carrying amount of the September 2025 Notes, inclusive of the fair value of the derivative liabilities was as follows (in thousands):
|  | As of |
|  | December 28, |
|  | 2025 |
September 2025 Notes |  | $ | 22,000 |
Less Unamortized debt discount |  |  | (18,646 | )
Net carrying amount of September 2025 Notes |  | $ | 3,354 |
Schedule of Short and Long-term Debt | The principal amount of all short and long-term debt, excluding capitalized contingent interest in connection with the July 2024 Notes, is as follows:
|  | Principal payment |
Fiscal year ending |  |  |
Remainder of fiscal 2026 |  | $ | 35,284 |
2027 |  |  | 4,056 |
2028 |  |  | 2,156 |
2029 |  |  | 141,894 |
Total |  | $ | 184,468 |
| The principal amount of all short and long-term debt, excluding capitalized interest in connection with the exchanged notes, is as follows:
|  | Principal payment |
Fiscal year ending |  |  |
2026 |  | $ | 21,500 |
2027 |  |  | — |
2028 |  |  | — |
2029 |  |  | 143,266 |
Total |  |  | 164,766 |

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