readthroughSign in
Sep 9, 2026M&A5 fact check notes

BioLife Solutions clears HSR hurdle in Repligen merger, sets October 5 stockholder vote

BioLife Solutions disclosed in an 8-K dated September 9, 2026 that the Hart-Scott-Rodino waiting period tied to its pending merger with Repligen Corporation has expired.

BioLife Solutions disclosed in an 8-K dated September 9, 2026 that the Hart-Scott-Rodino waiting period tied to its pending merger with Repligen Corporation has expired.

The merger was first announced in July. On July 21, 2026, BioLife entered into an Agreement and Plan of Merger with Repligen Corporation, along with two Repligen merger subsidiaries, under which Repligen will acquire all outstanding BioLife common stock for $11.25 in cash plus 0.1442 shares of Repligen common stock per BioLife share.1

Closing still depends on other conditions. Completion remains subject to customary closing conditions, including adoption of the Merger Agreement by BioLife stockholders, who are scheduled to vote at a special meeting held remotely on October 5, 2026 at 9:00 a.m. Eastern Time.1

The transaction's registration paperwork has also progressed. Repligen's Registration Statement on Form S-4, which includes the proxy statement/prospectus for the deal, became effective on September 4, 2026.1

The 8-K itself was filed under BioLife's name and signed by the company's chief financial officer. BioLife Solutions' report is dated September 9, 2026 and signed by Troy Wichterman, Chief Financial Officer.1

Fact check notes

  • ImpreciseRepligen's Registration Statement on Form S-4, which includes the proxy statement/prospectus for the deal, became effective on September 4, 2026.Actually the source does mention 'Registration Statement on Form S-4' in the forward-looking statements section, so this claim is supported, not just inferred.
  • Checker's noteThe entry incorrectly describes the First Merger direction, stating that BioLife merges into a Repligen subsidiary, when the source specifies the opposite — Merger Sub 1 merges into BioLife, with BioLife surviving as the subsidiary.
  • Sentence removedThe HSR waiting period expired at 11:59 p.m.copied source wording
  • Sentence removedEastern Time on September 3, 2026.copied source wording
  • Sentence removedThe deal is structured as two mergers, with BioLife first merging into a Repligen subsidiary and surviving as a wholly owned subsidiary of Repligen, then merging into a second Repligen subsidiary that will survive as the direct wholly owned subsidiary.contradicted: The direction is reversed: the source states the Repligen subsidiary (Merger Sub 1) merges into BioLife, not BioLife merging into the subsidiary.

Written by readthrough’s AI from the linked primary sources and fact-checked against them automatically before publishing. Where the check questioned a sentence, its note is shown above. Not investment advice.