ROCKWELL MEDICAL, INC. (RMTI) Form 8-K — Nov 3, 2026
Rockwell Medical has agreed to acquire Vantive's global in-center hemodialysis business — concentrates, AK-98 machines, water treatment systems and related services in 35 jurisdictions — for a $125 million base purchase price plus up to $45 million in earnouts, with expected close mid-2027. The deal is financed entirely by seller financing: $100 million of term loans (SOFR + 550-700 bps, stepping up annually) plus a $25 million convertible note convertible at $14.94 per share, a 100% premium to the 15-day VWAP. Rockwell will repay its existing Innovatus credit facility at closing and take on liens on substantially all assets.
Key figures
- Debt Amount
- 100000000
- Deal Value Usd
- 125000000
- Interest Rate
- Term SOFR (2.50% floor) + 550-700 bps initially, increasing 75 bps annually to 9.25% (Tranche A) / 10.75% (Tranche B)
- Maturity Date
- Sixth anniversary of Closing (expected mid-2033)
- Earnout max
- $45,000,000
- Exchange cap
- 19.99%
- Outside date
- November 1, 2027 (extendable to April 29, 2028)
- Expected close
- mid-2027
- Medolla campus
- 1 million square feet
- Conversion price
- $14.94 (200% of $7.47 reference price)
- Pro forma revenue
- $400M-$450M annually
- Convertible note rate
- 3.0% PIK
- Installed machine base
- ~100,000 machines
- Net working capital bands
- $127,732,000-$156,117,000
- Convertible note principal
- $25,000,000
AI analysis
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