Subsequent Events |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Subsequent Events [Abstract] | |
| Subsequent Events | SUBSEQUENT EVENTS Acquisition of Naveris, Inc. On July 1, 2026, the Company and Nautilus Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of the Company (“Merger Sub”), completed the previously announced acquisition of Naveris, Inc., a Delaware corporation (“Naveris”), pursuant to the Agreement and Plan of Merger (the “Merger Agreement”) by and among the Company, Naveris, Merger Sub, and Shareholder Representative Services LLC, solely in its capacity as the representative of the securityholders of Naveris. Pursuant to, and subject to the terms and conditions set forth in, the Merger Agreement, Merger Sub merged with and into Naveris, with Naveris continuing as the surviving corporation and a wholly owned subsidiary of the Company (the “Naveris Transaction”). As a result, the Company acquired 100% of the outstanding equity interests of Naveris. The Company acquired Naveris to strengthen its position as a precision medicine diagnostics company focused on transplant, specialty oncology, and cell therapy. The amount paid by the Company consisted of $161.8 million in cash, subject to certain customary adjustments specified in the Merger Agreement for Naveris’ cash, indebtedness, transaction expenses and net working capital. Additionally, under the terms and subject to the conditions set forth in the Merger Agreement, Naveris’ equity holders will be eligible to receive up to $100.0 million in additional cash consideration contingent upon the achievement of specified revenue-based milestones in respect of fiscal years ending December 31, 2026 and December 31, 2027. Since the Naveris Transaction was completed on July 1, 2026, shortly before the date these unaudited condensed consolidated financial statements were issued, the Company has not yet finalized the fair value assessment of the assets acquired and liabilities assumed, and the initial accounting for the transaction remains in process.
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