{"filing":{"accession_number":"0001193125-26-311402","cik":"0000730272","ticker":"RGEN","company_name":"REPLIGEN CORP","form":"8-K","filing_date":"2026-07-22","report_date":null,"primary_document":"d141685d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/730272/000119312526311402/d141685d8k.htm"},"events":[{"id":19387,"run_id":17444,"accession_number":"0001193125-26-311402","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.97,"summary":"Repligen entered into a definitive merger agreement on July 21, 2026, to acquire BioLife Solutions for approximately $1.5 billion in total enterprise value ($31.00 per share, comprising $11.25 cash plus 0.1442 Repligen shares per BioLife share). The transaction is expected to close in Q4 2026, subject to customary closing conditions and regulatory clearance, with anticipated synergies of $20M+ in year one and $30M+ in year two, and expected accretion of 5+ cents in year one and 25+ cents in year two.","company_name":"REPLIGEN CORP","ticker":"RGEN","filing_date":"2026-07-22","form":"8-K","submitted_at":null,"items":[{"id":18466,"accession_number":"0001193125-26-311402","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"Repligen entered into a definitive merger agreement on July 21, 2026, to acquire BioLife Solutions for approximately $1.5 billion in total enterprise value ($11.25 cash plus 0.1442 Repligen shares per BioLife share). The filing discloses a material acquisition subject to customary closing conditions, with expected completion in Q4 2026. This is a classic Item 1.01 material acquisition event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-22T12:57:47.694062+00:00","company_name":"","ticker":null,"filing_date":""},{"id":18467,"accession_number":"0001193125-26-311402","item_number":"2.02","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses Repligen's entry into a definitive agreement to acquire BioLife Solutions for approximately $1.5 billion in an all-stock and cash transaction. The press release emphasizes the strategic rationale, financial terms ($31.00 per share, 24% premium), expected accretion (5+ cents year one, 25+ cents year two), and anticipated synergies ($20M+ year one, $30M+ year two). This is a material M\u0026A transaction requiring stockholder approval and regulatory clearance, expected to close in Q4 2026.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-22T12:57:47.694062+00:00","company_name":"","ticker":null,"filing_date":""},{"id":18468,"accession_number":"0001193125-26-311402","item_number":"7.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 7.01 discloses a joint press release announcing Repligen's entry into a definitive merger agreement to acquire BioLife Solutions for approximately $1.5 billion in an all-stock and cash transaction. Although Item 7.01 is technically a Regulation FD disclosure, the substance of the disclosure is the material acquisition activity itself, which is also described in Item 1.01 of the same 8-K. The press release details the transaction terms ($31.00 per share, 64% stock/36% cash), strategic rationale, expected synergies, and financial accretion, making this a clear material acquisition event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-22T12:57:47.694062+00:00","company_name":"","ticker":null,"filing_date":""},{"id":18469,"accession_number":"0001193125-26-311402","item_number":"8.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"The Item 8.01 disclosure announces Repligen's execution of a definitive merger agreement to acquire BioLife Solutions for approximately $1.5 billion in an all-stock and cash transaction. The press release (Exhibit 99.1) details the strategic rationale, transaction terms ($31.00 per share), expected accretion, and anticipated synergies. This is a material acquisition that would substantially affect investor assessment of the registrant's strategy, financial position, and growth prospects.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-22T12:57:47.694062+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":18466,"accession_number":"0001193125-26-311402","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"Repligen entered into a definitive merger agreement on July 21, 2026, to acquire BioLife Solutions for approximately $1.5 billion in total enterprise value ($11.25 cash plus 0.1442 Repligen shares per BioLife share). The filing discloses a material acquisition subject to customary closing conditions, with expected completion in Q4 2026. This is a classic Item 1.01 material acquisition event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-22T12:57:47.694062+00:00","company_name":"REPLIGEN CORP","ticker":"RGEN","filing_date":"2026-07-22"},{"id":18467,"accession_number":"0001193125-26-311402","item_number":"2.02","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses Repligen's entry into a definitive agreement to acquire BioLife Solutions for approximately $1.5 billion in an all-stock and cash transaction. The press release emphasizes the strategic rationale, financial terms ($31.00 per share, 24% premium), expected accretion (5+ cents year one, 25+ cents year two), and anticipated synergies ($20M+ year one, $30M+ year two). This is a material M\u0026A transaction requiring stockholder approval and regulatory clearance, expected to close in Q4 2026.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-22T12:57:47.694062+00:00","company_name":"REPLIGEN CORP","ticker":"RGEN","filing_date":"2026-07-22"},{"id":18468,"accession_number":"0001193125-26-311402","item_number":"7.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 7.01 discloses a joint press release announcing Repligen's entry into a definitive merger agreement to acquire BioLife Solutions for approximately $1.5 billion in an all-stock and cash transaction. Although Item 7.01 is technically a Regulation FD disclosure, the substance of the disclosure is the material acquisition activity itself, which is also described in Item 1.01 of the same 8-K. The press release details the transaction terms ($31.00 per share, 64% stock/36% cash), strategic rationale, expected synergies, and financial accretion, making this a clear material acquisition event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-22T12:57:47.694062+00:00","company_name":"REPLIGEN CORP","ticker":"RGEN","filing_date":"2026-07-22"},{"id":18469,"accession_number":"0001193125-26-311402","item_number":"8.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"The Item 8.01 disclosure announces Repligen's execution of a definitive merger agreement to acquire BioLife Solutions for approximately $1.5 billion in an all-stock and cash transaction. The press release (Exhibit 99.1) details the strategic rationale, transaction terms ($31.00 per share), expected accretion, and anticipated synergies. This is a material acquisition that would substantially affect investor assessment of the registrant's strategy, financial position, and growth prospects.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-22T12:57:47.694062+00:00","company_name":"REPLIGEN CORP","ticker":"RGEN","filing_date":"2026-07-22"}]}