Quarterly report [Sections 13 or 15(d)]

Fair Value Measurements

v3.26.1
Fair Value Measurements
 6 Months Ended
Jun. 30, 2026
Fair Value Disclosures [Abstract]  
Fair Value Measurements Fair Value Measurements
The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2026 and December 31, 2025, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value.
Level June 30, 2026 December 31, 2025
Assets
Money market fund (1) 1 $ 8,774  $ 23,111 
Contingent consideration asset related to sale of business 3 31,758  27,700 
Indemnity holdback related to sale of business 3 9,082  8,700 
Total assets at fair value $ 49,614  $ 59,511 
Liabilities
Warrant liabilities - Public Warrants
 1 $ —  $ 990 
Warrant liabilities - Private Warrants
 2 —  540 
Share-based payment liability-classified related to sale of business 3 16,851  15,138 
Equity consideration in escrow and contingent consideration - Keystone acquisition (2) 3 13,665  9,072 
Contingent consideration - LPS 3 3,000  — 
Total liabilities at fair value $ 33,516  $ 25,740 
(1) As of June 30, 2026 and 2025, the Company had cash equivalents held in a money market fund. The Company has concluded that due to the highly liquid nature of the fund, the carrying value approximates fair value, which represents a Level 1 input. The balance of cash equivalents held in the money market fund is included in cash and cash equivalents on the unaudited interim condensed consolidated balance sheets.
(2) Equity consideration in escrow and contingent consideration related to the Keystone acquisition are presented within “Accounts payable and accrued expenses”, “Other current liabilities” and “Other non-current liabilities” as applicable on the unaudited interim condensed consolidated balance sheets.

There were no transfers between levels of the fair value hierarchy during the six months ended June 30, 2026.
Fair Value of Warrant Liabilities
The Public and Private warrants expired in accordance with their original terms on May 7, 2026. The warrants were previously accounted for as liabilities in accordance with ASC 815-40 and are presented within “Warrant liability” on the Company’s unaudited interim condensed consolidated balance sheets. The warrant liabilities were measured at fair value upon initial recognition and on a recurring basis, with changes in fair value presented within “Change in fair value of warrant liabilities” in the unaudited interim condensed consolidated statements of operations.
The Public Warrants were considered part of Level 1 of the fair value hierarchy, as those securities were traded on an active public market. At May 7, 2021 and thereafter, the Company valued the Private Warrants using Level 2 of the fair value hierarchy. The Company used the value of the Public Warrants as an approximation of the value of the Private Warrants as they were substantially similar to the Public Warrants, but not directly traded or quoted on an active market. As the warrants expired unexercised, the Company recognized no further changes in fair value of warrant liabilities subsequent to the expiration date.
Subsequent Measurement - Warrant Liabilities

The following table presents the changes in fair value of the warrant liabilities which reflects the expiration during the period:
Public
Warrants
Private
Placement
Warrants
Total Warrant
Liability
Fair value as of January 1, 2026
 $ 990  $ 540  $ 1,530 
Change in fair value through expiration of warrant liabilities
 (990) (540) (1,530)
Fair value as of June 30, 2026
 $ —  $ —  $ — 

Subsequent Measurement - Level 3 Assets and Liabilities
The following table presents the changes in fair value of the Level 3 assets for the six months ended June 30, 2026:
Contingent Consideration Asset
Indemnity Holdback
Total
Fair value as of January 1, 2026
 $ 27,700  $ 8,700  $ 36,400 
Change in fair value
 4,058  382  4,440 
Fair value as of June 30, 2026
 $ 31,758  $ 9,082  $ 40,840 

The contingent consideration asset and indemnity holdback increased by $3,219 for the three months ended June 30, 2026.

The following table presents the changes in fair value of the Level 3 liabilities for the six months ended June 30, 2026:
Share-Based Payment Liability
Equity Consideration in Escrow and Contingent Consideration - Keystone
 Contingent Consideration - LPS
Total
Fair value as of January 1, 2026
 $ 15,138  $ 9,072  $ —  $ 24,210 
Additions —  —  2,800  2,800 
Change in fair value
 1,713  4,593  200  6,506 
Fair value as of June 30, 2026
 $ 16,851  $ 13,665  $ 3,000  $ 33,516 

Share based payment liability increased by $3,868 for the three months ended June 30, 2026. Equity consideration in escrow and contingent consideration for Keystone increased by $4,661 for the three months ended June 30, 2026, primarily driven by performance to date. See Note 3 – Acquisitions for additional details related to the contingent consideration added for LPS.

Changes in fair value were reflected in “Change in fair value of assets and other liabilities” in the unaudited interim condensed consolidated statements of operations.