Every material Form 8-K BioLife Solutions filed with the SEC in 2026, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
BioLife Solutions became a wholly owned subsidiary of Repligen after the two companies closed their merger on October 6, 2026. Each BioLife share was converted into 0.1442 Repligen shares plus $11.25 in cash, and BioLife stock is set to be suspended from Nasdaq and deregistered, so shareholders no longer hold a public BioLife stake.
Each BioLife share converted into 0.1442 Repligen common shares plus $11.25 in cash, without interest.
Mergers closed on October 6, 2026; BioLife stock to be suspended from Nasdaq at the close of business that day.
Stockholders adopted the merger agreement at the October 5, 2026 special meeting: 40,910,337 for, 83,451 against, 807 abstaining.
All BioLife directors and five named executive officers resigned effective at the First Merger Effective Time.
BioLife Solutions reported second-quarter 2026 revenue of $28.5 million, up 21% from a year earlier, and GAAP net income of $45.1 million, which includes a $42.4 million non-cash income tax benefit from the release of a valuation allowance. The company also disclosed a July 21, 2026 agreement under which Repligen will acquire BioLife for a total enterprise value of about $1.5 billion, after which BioLife will no longer be publicly traded, so shareholders' outcome depends on that deal closing.
Q2 2026 revenue was $28.5 million, up $5.0 million or 21% from $23.4 million in Q2 2025 and up 4% from Q1 2026.
GAAP net income was $45.1 million, or $0.92 per basic share, including the $42.4 million tax benefit; adjusted net income was $4.2 million.
GAAP gross margin was 64% versus 65% a year earlier; adjusted EBITDA was $7.4 million, or 26% of revenue.
Repligen will pay $11.25 in cash and 0.1442 Repligen shares per BioLife share; closing is expected in Q4 2026, subject to stockholder and regulatory approvals.
BioLife Solutions agreed on July 21, 2026 to be acquired by Repligen Corporation in a merger. Each BioLife share will receive $11.25 in cash and 0.1442 Repligen shares, which the press release values at $31.00 per share, a 24% premium to the 90-day VWAP through July 21, 2026. The deal is expected to close in the fourth quarter of 2026 and requires BioLife stockholder approval and other customary conditions.
Consideration per BioLife share: $11.25 in cash plus 0.1442 Repligen common shares, valued at $31.00 total in the press release
BioLife may owe Repligen a termination fee of $59,000,000 in specified circumstances
Mergers expected to close in the fourth quarter of 2026; outside date January 31, 2027, subject to extension
BioLife preliminary second-quarter 2026 revenue of $28.5 million, up 21% from $23.4 million; full results due August 6, 2026
BioLife Solutions reported unaudited first-quarter 2026 results, with revenue of $27.5 million, up 25% from $22.1 million a year earlier, and GAAP net income of $1.2 million, compared with $0.3 million. The company reiterated its full-year 2026 revenue guidance of $112.5 million to $115.0 million, which matters to shareholders because it signals the company expects to keep its growth pace for the year.
Q1 2026 revenue was $27.5 million, up $5.4 million or 25% from $22.1 million in Q1 2025.
GAAP net income was $1.2 million, or $0.02 per share, compared with $0.3 million, or $0.01 per share, in Q1 2025.
Adjusted EBITDA was $6.2 million, or 22% of revenue, compared with $5.4 million, or 24% of revenue, a year earlier.
2026 revenue guidance of $112.5 million to $115.0 million, representing 17% to 20% growth, was reiterated; cash and marketable securities were $111.5 million at March 31, 2026.
BioLife Solutions reported fourth quarter and full year 2025 results and introduced 2026 guidance of $112.5 million to $115.0 million in revenue, up 17% to 20%. Revenue grew in both periods and the company returned to a quarterly net profit from continuing operations, but the full-year loss from continuing operations widened to $12.1 million from $8.8 million, including a $15.5 million in-process R&D expense.
Q4 2025 revenue from continuing operations was $24.8 million, up 20% from $20.7 million; full-year revenue was $96.2 million, up 29%.
Q4 2025 GAAP net income from continuing operations was $2.1 million, or $0.04 per share, compared with a $1.2 million loss in Q4 2024.
Full-year 2025 GAAP net loss from continuing operations was $12.1 million, compared with $8.8 million in 2024; adjusted EBITDA was $25.0 million, or 26% of revenue.
The company completed the sale of evo on October 6, 2025, for $25.5 million in cash; cash, equivalents and marketable securities were $120.2 million at December 31, 2025.
BioLife Solutions reported preliminary, unaudited revenue from continuing operations of $96.2 million for 2025, up 29% from 2024, and $24.8 million for the fourth quarter, up 20%. The full-year figure exceeded the top of the guidance range raised in November 2025 ($95.0 million to $96.0 million, adjusted for the evo sale). The company said final results may differ and will provide 2026 guidance with its complete 2025 results in February.
Full-year 2025 revenue from continuing operations: $96.2 million, up from $74.6 million in 2024
Fourth-quarter 2025 revenue: $24.8 million, up from $20.7 million a year earlier
Full-year revenue exceeded the top of the raised guidance range of $95.0 million to $96.0 million
About $1.3 million in biopreservation media revenue was accelerated into the third quarter of 2025 at a customer's request, so it is not in fourth-quarter revenue
BioLife Solutions said its Chief Quality and Operations Officer, Karen Foster, will retire effective March 31, 2026, after giving notice on January 8, 2026. The company states her decision was not due to any disagreement over its operations, policies or practices.
Karen Foster, Chief Quality and Operations Officer, gave notice of retirement on January 8, 2026
Retirement is effective March 31, 2026
The filing states no disagreement with the company on operations, policies or practices
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every BioLife Solutions filing is on SEC EDGAR ↗. 8-K briefs of other companies →