Axogen, Inc. (AXGN) Form 8-K — Sep 10, 2026
Axogen has agreed to acquire BioCircuit Technologies for a base purchase price of $200.0 million in cash, with BioCircuit's NerveTape and ConformaWrap peripheral nerve repair products joining Axogen's portfolio. The merger is expected to close in the fourth quarter of 2026, requires no regulatory approvals, and carries no termination fee. To fund the deal, Axogen priced a public offering of 4,910,000 common shares at $42.50 per share — roughly $208.7 million in gross proceeds — with underwriters led by BofA Securities, Jefferies and Wells Fargo holding a 30-day option on 736,500 additional shares.
Key figures
- Deal Value Usd
- $200.0 million (base purchase price, subject to customary adjustments)
- Gross Proceeds
- approximately $208.7 million (4,910,000 shares at $42.50); up to approximately $240.0 million with full greenshoe exercise
- Offering Price
- 42.5
- Shares Offered
- 4910000
- Termination Fee
- none
- Greenshoe Shares
- 736500
- Lockup Period Days
- 90
- Merger Outside Date
- December 31, 2026
- Expected Merger Close
- Q4 2026
- Offering Closing Date
- September 11, 2026
- Registration Statement File No
- 333-292852
- Underwriting Discount Per Share
- 2.55
- Closing Withheld For Adjustments
- 1000000
- Underwriter Purchase Price Per Share
- 39.95
Price after filing
Close on the filing date to close N calendar days later (from $41.85). Historical, not a forecast.
AI analysis
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