Bioventus Completes Acquisition
Ticker: BVS · Form: 8-K · Filed: Jan 3, 2025 · CIK: 1665988
Sentiment: neutral
Topics: acquisition, financial-statements, corporate-action
TL;DR
Bioventus closed a deal on 12/31/24, filing an 8-K with financials.
AI Summary
Bioventus Inc. reported on December 31, 2024, the completion of an acquisition. The filing also includes financial statements and exhibits related to this event. The company's principal executive offices are located at 4721 Emperor Boulevard, Suite 100, Durham, North Carolina.
Why It Matters
This filing indicates a significant corporate action for Bioventus Inc., potentially impacting its market position and future financial performance through the integration of acquired assets.
Risk Assessment
Risk Level: medium — Acquisitions inherently carry integration risks, potential financial strain, and market reception uncertainties.
Key Players & Entities
- Bioventus Inc. (company) — Registrant
- December 31, 2024 (date) — Date of earliest event reported
- 4721 Emperor Boulevard, Suite 100, Durham, North Carolina 27703 (address) — Principal executive offices
FAQ
What specific assets or business did Bioventus Inc. acquire?
The filing does not specify the details of the acquired assets or business, only that an acquisition was completed.
What is the financial impact of this acquisition on Bioventus Inc.?
The filing indicates that financial statements and exhibits are included, but the specific financial impact is not detailed in the provided text.
When exactly did the acquisition become effective?
The earliest event reported is dated December 31, 2024, suggesting the acquisition was completed on or around this date.
Are there any other parties involved in this acquisition that are named?
The provided text does not name any other parties involved in the acquisition.
What is the purpose of filing financial statements and exhibits with this 8-K?
The purpose is to provide the necessary documentation and financial details related to the completed acquisition or disposition of assets as required by SEC regulations.
Filing Stats: 784 words · 3 min read · ~3 pages · Grade level 11.9 · Accepted 2025-01-03 16:09:32
Key Financial Figures
- $0.001 — hich registered Class A common Stock, $0.001 par value per share BVS The Nasdaq Glob
- $25.0 million — the Sellers received a cash payment of $25.0 million subject to customary post-closing adjus
- $20.0 million — rchase Agreement, up to an aggregate of $20.0 million in cash earn-out payments based on the
Filing Documents
- bvs-20241231.htm (8-K) — 33KB
- exhibit991pressrelease-adv.htm (EX-99.1) — 11KB
- image_0.jpg (GRAPHIC) — 11KB
- 0001628280-25-000253.txt ( ) — 221KB
- bvs-20241231.xsd (EX-101.SCH) — 2KB
- bvs-20241231_def.xml (EX-101.DEF) — 15KB
- bvs-20241231_lab.xml (EX-101.LAB) — 26KB
- bvs-20241231_pre.xml (EX-101.PRE) — 16KB
- bvs-20241231_htm.xml (XML) — 3KB
01. Completion of Acquisition or Disposition of Assets
Item 2.01. Completion of Acquisition or Disposition of Assets. As previously disclosed in a Current Report on Form 8-K filed by Bioventus Inc. (the "Company") with the Securities and Exchange Commission (the "SEC") on October 4, 2024 (the "Initial Form 8-K"), Bioventus LLC, a Delaware limited liability company ("BV LLC") and a subsidiary of the Company, together with two of BV LLC's subsidiaries, Bioness Inc., a Delaware corporation ("Bioness"), and Bioventus Cooperatief, U.A., a company organized under the laws of the Netherlands ("Bioventus NL", and together with Bioventus and Bioness, collectively, the "Sellers,") entered into a Purchase and Sale Agreement (the "Purchase Agreement") with Rehab Acquisition Corporation, III (now known as Bioness Medical, Inc.), a Delaware corporation (the "Buyer") on September 30, 2024, pursuant to which the Buyer agreed to (i) purchase from the Sellers all of the issued and outstanding ordinary shares of Bioness Neuromodulation Ltd., a wholly-owned subsidiary of Bioness, (ii) acquire all assets relating to the Sellers' business of developing, manufacturing, marketing and distributing the Rehab Products (as defined in the Purchase Agreement) (collectively, the "Business"), (iii) assume certain liabilities related to the Business as set forth in the Purchase Agreement and (iv) pay the Final Closing Purchase Price and any Earnout Amounts (each, as defined in the Purchase Agreement), in each case, upon the terms and subject to the conditions set forth in the Purchase Agreement (collectively, the "Transaction"). On December 31, 2024 , the Transaction closed (the "Closing") and the Sellers received a cash payment of $25.0 million subject to customary post-closing adjustments for working capital. The Sellers will also be entitled to receive, subject to the terms and conditions described in the Purchase Agreement, up to an aggregate of $20.0 million in cash earn-out payments based on the achievement of certain revenue and EBITDA thresho
01. Other Events
Item 8.01. Other Events. On January 2, 2025, the Company issued a press release announcing the Closing. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 99.1 Press Release, dated January 2, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BIOVENTUS INC. Date: January 3, 2025 By: /s/ Anthony D'Adamio Anthony D'Adamio Senior Vice President and General Counsel