Artivion, Inc. Files 8-K with Material Agreement
Ticker: AORT · Form: 8-K · Filed: Jul 1, 2024 · CIK: 784199
| Field | Detail |
|---|---|
| Company | Artivion, Inc. (AORT) |
| Form Type | 8-K |
| Filed Date | Jul 1, 2024 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 4 min |
| Key Dollar Amounts | $0.01, $15 million, $25 million, $7 m, $10 m |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, filing, corporate-action
TL;DR
ARTIVION just signed a big deal, filing an 8-K. Could be good.
AI Summary
On July 1, 2024, Artivion, Inc. entered into a material definitive agreement. The filing also includes Regulation FD Disclosure and Financial Statements and Exhibits. Artivion, Inc. was formerly known as Cryolife Inc. until May 26, 1994.
Why It Matters
This 8-K filing indicates a significant new agreement for Artivion, Inc., which could impact its business operations and financial performance.
Risk Assessment
Risk Level: medium — Material definitive agreements can introduce new risks or opportunities that are not yet fully understood.
Key Numbers
- 001-13165 — SEC File Number (Identifies the company's filing history with the SEC.)
- 59-2417093 — IRS Employer Identification No. (Company's tax identification number.)
Key Players & Entities
- Artivion, Inc. (company) — Registrant
- Cryolife Inc. (company) — Former company name
- July 1, 2024 (date) — Date of earliest event reported
- 1655 Roberts Boulevard, N.W. (address) — Principal executive office
- Kennesaw, Georgia 30144 (address) — Principal executive office location
FAQ
What is the nature of the material definitive agreement entered into by Artivion, Inc. on July 1, 2024?
The filing does not specify the details of the material definitive agreement, only that one was entered into on July 1, 2024.
What are the key items reported in this 8-K filing?
This 8-K reports on the Entry into a Material Definitive Agreement, Regulation FD Disclosure, and Financial Statements and Exhibits.
When did Artivion, Inc. change its name from Cryolife Inc.?
Artivion, Inc. was formerly known as Cryolife Inc. until May 26, 1994.
Where is Artivion, Inc.'s principal executive office located?
Artivion, Inc.'s principal executive office is located at 1655 Roberts Boulevard, N.W., Kennesaw, Georgia 30144.
What is the SIC code for Artivion, Inc.?
The Standard Industrial Classification (SIC) code for Artivion, Inc. is 3841, which corresponds to SURGICAL & MEDICAL INSTRUMENTS & APPARATUS.
Filing Stats: 1,027 words · 4 min read · ~3 pages · Grade level 12 · Accepted 2024-07-01 16:13:13
Key Financial Figures
- $0.01 — nge on which registered Common Stock, $0.01 par value AORT NYSE Indicate by check
- $15 million — Endospan a secured loan in an amount of $15 million. The Company and Endospan entered into
- $25 million — ospan additional secured loans of up to $25 million. The additional loans are to be funded
- $7 m — s are to be funded in three tranches of $7 million, $10 million, and $8 million, res
- $10 m — funded in three tranches of $7 million, $10 million, and $8 million, respectively, su
- $8 m — ranches of $7 million, $10 million, and $8 million, respectively, subject to Endospa
Filing Documents
- aort-20240701.htm (8-K) — 34KB
- aort-form8xkxex991.htm (EX-99.1) — 20KB
- image_0a.jpg (GRAPHIC) — 124KB
- 0000784199-24-000207.txt ( ) — 351KB
- aort-20240701.xsd (EX-101.SCH) — 2KB
- aort-20240701_lab.xml (EX-101.LAB) — 21KB
- aort-20240701_pre.xml (EX-101.PRE) — 12KB
- aort-20240701_htm.xml (XML) — 3KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement Amended and Restated Loan Agreement & Amended and Restated Debenture Artivion, Inc. (the "Company") previously entered into a Loan Agreement and Debenture with Endospan Ltd. ("Endospan"), dated September 11, 2019, pursuant to which the Company provided Endospan a secured loan in an amount of $15 million. The Company and Endospan entered into an Amended and Restated Loan Agreement dated July 1, 2024 and, in connection therewith, entered into an Amended and Restated Debenture dated July 1, 2024. Pursuant to the Amended and Restated Loan Agreement, the Company agreed to provide Endospan additional secured loans of up to $25 million. The additional loans are to be funded in three tranches of $7 million, $10 million, and $8 million, respectively, subject to Endospan's achievement of milestones related to its pursuit of regulatory approval for the NEXUS product that are specified in the Amended and Restated Loan Agreement. The first such tranche is to be funded as soon as practicable, subject to the satisfaction of closing conditions. The loans bear interest at a rate of 5% per annum and are subject to acceleration upon an event of default. If the Company elects to exercise its option to purchase Endospan as contemplated in the Securities Purchase Option Agreement previously entered into by and among the Company, Endospan, and Endospan Security Holders on September 11, 2019, as amended, then the outstanding principal amount and all accrued interest on the loans would be deducted from the acquisition proceeds paid at closing, interest accrued through the closing of the acquisition would be payable upon such closing, and the principal amount and any additional accrued interest would be payable upon the first anniversary of such closing. The additional loans will become due and payable upon the earlier of a third-party acquisition of Endospan or December 31, 2027. If the Company does not exercise its option to purc
01 Regulation FD Disclosure
Item 7.01 Regulation FD Disclosure On July 1, 2024, the Company issued a press release announcing the execution of the Amended and Restated Loan Agreement and the Amended and Restated Debenture, a copy of which is furnished as Exhibit 99.1 hereto and incorporated herein by reference. The information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and it shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or under the Exchange Act, whether made before or after the date hereof, except as expressly set forth by specific reference in such filing to Item 7.01 of this Current Report on Form 8-K. -2-
01(d) Exhibits
Item 9.01(d) Exhibits (d) Exhibits. Exhibit Number Description 99.1 * Press Release of Artivion, Inc., dated July 1, 2024. 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). * Furnished herewith, not filed. -3-
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, Artivion, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: July 1, 2024 ARTIVION, INC. By: /s/ Lance A. Berry Name: Lance A. Berry Title: Chief Financial Officer and Executive Vice President, Finance -4-