Item 4. Controls and Procedures
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
We maintain disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed in our reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating disclosure controls and procedures, management recognizes that any controls
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and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.
As required by Rules 13a-15(b) and 15d-15(b) under the Exchange Act, management, under the supervision and with the participation of our principal executive officer and principal financial officer, evaluated the effectiveness of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of June 30, 2026. Based on that evaluation, including management's consideration of the Transactions described below and their impact on the Company's disclosure processes for the quarter ended June 30, 2026, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures, were effective at the reasonable assurance level as of June 30, 2026.
Changes in Internal Control Over Financial Reporting
On June 24, 2026, we consummated the Transactions described under Note 1 — Organization and Business to our condensed combined and consolidated financial statements in this Quarterly Report on Form 10-Q. The Transactions resulted in a significant change in the Company's business, legal entity structure, financial reporting processes, consolidation procedures and control environment. As a result, management is in the process of integrating, evaluating and, where appropriate, modifying the internal control over financial reporting of the combined company.
Management’s integration activities include, among other things, evaluating and enhancing controls and procedures relating to consolidation, financial close and reporting, transaction accounting, related-party transactions, equity and noncontrolling interest accounting, tax matters, valuation processes, information technology systems, and disclosure controls and procedures. These activities are ongoing and may result in additional changes to the Company's internal control over financial reporting in future periods.
The Transactions and related integration activities have resulted in changes (and are reasonably likely to result in additional changes) that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Management will continue to evaluate, integrate and implement changes to internal control over financial reporting as the integration of the combined company progresses.
Except for the integration activities associated with the Transactions and described above, there were no changes in our internal control over financial reporting during the three months ended June 30, 2026 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
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PART II - OTHER INFORMATION
Item 1. Legal Proceedings
In the ordinary course of business, we may become subject to litigation or claims. We are not aware of any material pending legal proceedings, other than ordinary routine litigation incidental to our business, to which we or our subsidiaries are a party or to which our properties are the subject.