The transaction itself is no longer the surprise. The CHP acquisition closed on March 11, 2026, with SNDA acquiring 100% of CHP; the filing now supplies the detailed pro forma financial picture rather than announcing a new deal. 〔0〕 (The Transactions — CHP Acquisition)
Scale rises sharply, but the combined company remains deeply loss-making. Pro forma 2025 revenue reaches $774.3 million, yet the company produces a $151.1 million net loss and a $168.4 million loss attributable to common shareholders. For the six months ended June 30, 2026, revenue is $410.3 million against an $82.8 million net loss. (Pro Forma Combined Statements of Operations)
| Metric | Six months ended June 30, 2026 | Year ended December 31, 2025 |
|---|---|---|
| Revenue | $410.3M | $774.3M |
| Net loss | $(82.8)M | $(151.1)M |
| Net loss attributable to common shareholders | $(82.3)M | $(168.4)M |
| Interest expense | $(47.4)M | $(99.4)M |
| Basic and diluted loss per share | $(1.76) | $(3.61) |
| Pro forma weighted-average shares | 46.9M | 46.7M |
Financing is the main drag, although the headline pro forma interest burden is conservative. The statements assume the $270 million bridge facility remained outstanding for the entire periods, even though SNDA replaced it by August 7 with additional term loans, revolver borrowings and a $170 million Ally term loan. 〔1〕 (Debt and Equity Financing for the Transactions) That makes the reported $99.4 million of 2025 interest expense a poor proxy for the current run rate, but the capital structure still carries substantial leverage and floating-rate exposure.
The filing does not establish near-term earnings accretion. Eliminating CHP advisory fees reduces general and administrative expense by $16.2 million in 2025, but that benefit is outweighed by $61.8 million of incremental depreciation and amortization, $7.6 million of transaction-related PSU expense, and the financing burden. The pro forma also excludes potential synergies and future integration costs, so the numbers are neither a clean forecast nor evidence that the deal has yet converted scale into bottom-line improvement. (Pro Forma Transactions Adjustments)
Net read: a meaningful strategic combination, but financially mixed versus what was already expected. The market already knew the acquisition, equity raise and debt package; the new information is the magnitude of the combined loss profile and the caveat that current financing is somewhat better than the pro forma assumption. The purchase-price allocation is also unfinished, leaving depreciation, amortization and goodwill subject to revision. 〔2〕 (Preliminary Purchase Price Allocation)
Read the original 8-K on SEC EDGAR ↗