Every 8-K that BioLife Solutions Inc. (BLFS) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow BLFS and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full BLFS filings page.
BioLife Solutions, Inc. (BLFS) reports progress on its previously announced acquisition by a larger life sciences company pursuant to a Merger Agreement under which BioLife stockholders are expected to receive $11.25 in cash and 0.1442 shares of the acquirer’s common stock per BioLife share, subject to closing. The transaction is structured as a two-step merger, leaving BioLife as a wholly owned subsidiary before a follow-on merger into another acquisition vehicle. A key condition has now advanced: the Hart-Scott-Rodino antitrust waiting period expired at 11:59 p.m. Eastern Time on September 3, 2026. Completion of the mergers still depends on remaining customary conditions, including adoption of the Merger Agreement by BioLife stockholders at a special meeting to be held remotely on October 5, 2026 at 9:00 a.m. Eastern Time.
BioLife Solutions reported strong second‑quarter 2026 results, with revenue of $28.5 million, up 21% from Q2 2025, and six‑month revenue of $56.0 million, up 23%. GAAP gross margin was 64% and non‑GAAP adjusted gross margin 65%. Q2 GAAP operating income reached $1.7 million, with adjusted operating income of $3.1 million.
GAAP net income from continuing operations was $45.1 million, versus a $15.3 million loss a year earlier, driven largely by a $42.4 million non‑cash income tax benefit from releasing a valuation allowance. Non‑GAAP adjusted net income was $4.2 million, and adjusted EBITDA was $7.4 million, or 26% of revenue.
As of June 30, 2026, cash, cash equivalents and marketable securities totaled $113.1 million, and shareholders’ equity was $420.0 million. BioLife also entered a definitive agreement for Repligen to acquire the company for an enterprise value of approximately $1.5 billion, paying $11.25 in cash plus 0.1442 Repligen shares per BioLife share, with closing expected in the fourth quarter of 2026 subject to BioLife stockholder, regulatory and other customary approvals.
BioLife Solutions, Inc. describes progress on its pending merger into Repligen Corporation. Under a July 21, 2026 Agreement and Plan of Merger, BioLife will first merge with a Repligen subsidiary and become a wholly owned Repligen subsidiary, followed by a second merger into another Repligen subsidiary.
The company reports that on August 3, 2026 its management distributed an internal email linking to a video from Repligen’s CEO introducing Repligen and discussing anticipated benefits of combining, including expectations for growth in the cell therapy market. The email and video transcript are furnished as exhibits under Regulation FD.
Management statements emphasize that the transaction remains subject to regulatory clearances and BioLife stockholder approval and is expected to close later this year in the fourth quarter. Extensive forward-looking language outlines potential benefits such as anticipated synergies and accretion, as well as risks related to approvals, integration, market conditions, potential legal proceedings and dilution at Repligen. Investors are directed to an upcoming Form S-4 registration statement and joint proxy statement/prospectus for detailed terms.
BioLife Solutions agreed to be acquired by Repligen in a cash-and-stock deal valuing BioLife at $31.00 per share, consisting of $11.25 in cash plus 0.1442 shares of Repligen common stock per BioLife share, for an enterprise value of approximately $1.5 billion.
Consideration will be about 36% cash and 64% stock and follows unanimous board approvals. Closing is targeted for the fourth quarter of 2026, subject to BioLife stockholder approval, antitrust clearances under the HSR Act, SEC effectiveness of Repligen’s Form S-4, Nasdaq listing of new Repligen shares and other customary conditions; a $59 million termination fee may be payable by BioLife in specified circumstances.
BioLife reported preliminary second-quarter 2026 revenue of $28.5 million, up 21% from $23.4 million a year earlier, while Repligen expects about 12% total and 13% organic revenue growth. Repligen projects at least $20 million of year-one cost synergies and accretion to adjusted earnings per share of at least $0.05 in year one and $0.25 in year two.
BioLife Solutions, Inc. furnished an investor presentation outlining its strategy and recent financial performance for cell-based therapy tools. The company reported pro forma 2025 revenue of $96.2M, up 29% from 2024, with a 65% gross margin and 26% adjusted EBITDA margin.
Q1 2026 revenue was $27.5M with adjusted EBITDA of $6.2M, a 22% margin. Management highlights leadership in biopreservation media, growing adoption across more than 950 active clinical trials and multiple approved therapies, and targets 17–20% revenue growth and positive GAAP net income for full-year 2026.
BioLife Solutions reported strong first quarter 2026 results, led by revenue of $27.5 million, up 25% from Q1 2025. GAAP gross margin was 64%, while GAAP net income from continuing operations rose to $1.2 million, or $0.02 per diluted share. Adjusted EBITDA reached $6.2 million, representing 22% of revenue.
Cash, cash equivalents, and marketable securities totaled $111.5 million as of March 31, 2026. The company reiterated 2026 guidance for revenue of $112.5–$115.0 million, implying 17–20% growth, with gross margin in the mid‑60% range, GAAP net income for the full year, and continued expansion of adjusted EBITDA margin.
BioLife Solutions furnished an investor presentation outlining its position as a focused provider of biopreservation media and cell processing tools for cell-based therapies. For 2025, the company reports pro forma revenue of about $96 million, representing 29% organic growth after divesting storage, services and freezer businesses.
Adjusted EBITDA margin reached 26% in 2025, with adjusted EBITDA of roughly $25 million and gross margin around 65%, highlighting a shift to a higher-margin, consumables‑driven model. The materials state that BioLife products are specified in more than 70% of U.S. cell‑based therapy clinical trials and used in roughly 90% of commercially relevant FDA‑approved cell‑based therapies.
The presentation cites a cell‑based therapy market expected to grow over 20% annually through 2030 and a current addressable market of about $4 billion for BioLife’s offerings. Management is guiding to 17–20% revenue growth in 2026, with positive GAAP net income for the full year and continued adjusted EBITDA margin expansion.
BioLife Solutions reported strong growth for 2025, driven by its cell processing tools for the CGT market. Revenue from continuing operations reached $96.2 million, up 29% from $74.6 million in 2024. Fourth quarter revenue was $24.8 million, a 20% increase from $20.7 million.
GAAP gross margin for 2025 was 65%, down from 67%, while non-GAAP adjusted gross margin was 66% versus 69% in 2024. The company posted a 2025 GAAP net loss from continuing operations of $12.1 million, but delivered non-GAAP adjusted net income of $6.3 million and adjusted EBITDA of $25.0 million, or 26% of revenue, up from $13.3 million, or 18%.
In October 2025, BioLife completed the sale of its evo subsidiary for $25.5 million in cash and ended the year with $120.2 million in cash, cash equivalents, and marketable securities. For 2026, it guides to revenue of $112.5–$115.0 million, implying 17%–20% growth, with gross margins in the mid‑60% range, full‑year GAAP net income, and continued expansion of adjusted EBITDA margin.
BioLife Solutions, Inc. furnished a current report to disclose that on January 12, 2026 it issued a press release announcing its preliminary unaudited revenue for the fourth quarter and full year ended December 31, 2025. The press release is included as Exhibit 99.1, and the company states that this revenue information and the exhibit are being furnished, not filed, so they are not subject to certain liability provisions and are not automatically incorporated into other securities law filings.
BioLife Solutions, Inc. reports that its Chief Quality and Operations Officer, Karen Foster, has decided to retire. She provided notice of her decision on January 8, 2026, and her retirement will be effective March 31, 2026. The company states that her decision to retire is not due to any disagreement with BioLife Solutions on operations, policies, or practices. The company also expresses appreciation for her service and extends best wishes for her retirement.
BioLife Solutions, Inc.
BioLife Solutions (BLFS) filed an 8-K announcing Q3 2025 results. The company reported that it issued a press release with unaudited financial results and operational highlights for the quarter ended September 30, 2025. The press release is furnished as Exhibit 99.1.
The filing classifies the update under Item 2.02 (Results of Operations and Financial Condition). BioLife’s common stock trades on the Nasdaq under the symbol BLFS.
BioLife Solutions, Inc. reported the results of its 2025 annual meeting of stockholders held on August 20, 2025. Stockholders of record as of June 23, 2025, holding 47,835,214 shares of common stock, were eligible to vote, and 43,063,037 shares were present or represented by proxy.
All seven director nominees – Roderick de Greef, Catherine Coste, Amy DuRoss, Rachel Ellingson, Joydeep Goswami, Tony Hunt, and Timothy Moore – were elected to serve until the 2026 annual meeting. Stockholders also approved, on a non-binding advisory basis, the compensation of the company’s named executive officers, with 38,403,856 votes for and 2,060,352 against. In addition, they ratified the Audit Committee’s appointment of Grant Thornton LLP as independent registered public accounting firm for the fiscal year ending December 31, 2025, with 43,024,019 votes for and 11,169 against.