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Embecta (Nasdaq: EMBC) closes up to £150M Owen Mumford deal

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(Very High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Embecta Corp. has completed its previously announced acquisition of UK-based medical device maker Owen Mumford Holdings Limited. Embecta paid an upfront cash amount of £100 million at closing and may pay up to an additional £50 million if commercial milestones tied to net sales of the Aidaptus® next-generation auto-injector platform are achieved through June 30, 2029.

The deal is intended to accelerate Embecta’s shift from a pure insulin-delivery heritage into a broader medical supplies and drug-delivery platforms business. Owen Mumford adds a portfolio of chronic care and point-of-care devices, strong intellectual property, and device design, molding and assembly capabilities that can be combined with Embecta’s global commercial network and large-scale manufacturing to pursue opportunities across obesity, diabetes, autoimmune diseases and anaphylaxis.

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Insights

Embecta closes a strategic UK device acquisition with earn-out tied to Aidaptus® sales.

Embecta is expanding beyond insulin delivery by acquiring Owen Mumford for an upfront £100 million plus up to £50 million in milestone payments linked to Aidaptus® auto-injector sales through June 30, 2029. The earn-out structure aligns part of the consideration with future commercial traction.

The transaction brings proprietary drug-delivery platforms, chronic care devices and device design and molding capabilities, which Embecta plans to pair with its global commercial and manufacturing footprint. Actual financial impact will depend on how quickly pharmaceutical partnerships materialize and how strongly Aidaptus® sales develop over the milestone period.

Subsequent filings will include required financial statements and pro forma financial information for Owen Mumford, which should give investors more detail on revenue, margins and integration assumptions once they are available.

Item 2.01 Completion of Acquisition or Disposition of Assets Financial
The company completed a significant acquisition or sale of business assets.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Upfront purchase price £100 million cash Paid at closing for Owen Mumford
Earn-out potential Up to £50 million Contingent on Aidaptus® net sales milestones
Milestone period end June 30, 2029 End date for Aidaptus® sales-based milestones
Embecta employee base Approximately 2,500 employees Global workforce described in company overview
Owen Mumford founding year 1952 Year Owen Mumford was founded
Owen Mumford innovation history More than 70 years Duration of healthcare device innovation
Embecta legacy duration 100-year legacy Embecta’s history in insulin delivery
Completion of Acquisition or Disposition of Assets regulatory
"Item 2.01 Completion of Acquisition or Disposition of Assets."
Regulation FD Disclosure regulatory
"Item 7.01 Regulation FD Disclosure."
Regulation FD disclosure requires public companies to share important, market-moving information with everyone at the same time instead of tipping off analysts or large investors first. Think of it as making sure all players on a field hear the same announcement simultaneously; that fairness helps investors trust that stock prices reflect the same information and reduces the risk of sudden, unfair trading advantages or regulatory penalties for selective leaks.
pro forma financial information financial
"The pro forma financial information required by Item 9.01(b)..."
Pro forma financial information are adjusted financial numbers that show how a company’s results might look after a specific event or after removing one-time items, like a cleaned-up or “what if” version of its earnings. Investors use these figures to compare performance, judge future profitability, or evaluate the impact of mergers, restructurings or large transactions, but they require scrutiny because adjustments can make results look rosier than standard accounting statements.
Aidaptus® next-generation auto-injector platform technical
"sales of the Aidaptus® next-generation auto-injector platform through the period..."
forward-looking statements regulatory
"This press release contains express or implied "forward-looking statements"..."
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
performance-based payments financial
"up to an additional £50 million in performance-based payments based on net sales..."
false 0001872789 0001872789 2026-05-15 2026-05-15 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 15, 2026

 

 

EMBECTA CORP.

(Exact name of registrant as specified in its charter)

 

 

Delaware
(State or Other Jurisdiction of Incorporation)
001-41186
(Commission File Number)
  87-1583942
(IRS Employer
Identification No.)
300 Kimball Drive, Suite 300, Parsippany, New Jersey
(Address of principal executive offices)
  07054
(Zip Code)
Registrant’s telephone number, including area code: (862) 401-0000
N/A
(Former name or former address, if changed since last report)
     
 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class

Trading symbol(s)

Name of each exchange
on which registered

Common Stock, par value $0.01 per share EMBC The Nasdaq Stock Market LLC
(Nasdaq Global Select Market)

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

  

 

 

Item 2.01 Completion of Acquisition or Disposition of Assets.

 

On May 15, 2026, Embecta Corp. (“embecta”) completed its previously announced acquisition (the “Transaction”) of all of the issued share capital of Owen Mumford Holdings Limited (“Owen Mumford”), a privately held, UK-based innovator and manufacturer of medical devices and drug-delivery technologies. The Transaction was completed pursuant to an Agreement for the Sale and Purchase of Owen Mumford Holdings Limited (the “Purchase Agreement”), dated as of March 19, 2026, between embecta and Mark Owen, Adam Mumford (in his individual capacity and in his capacity as trustee of the Mumford Family 2026 Trust), Anne Mumford (in her capacity as trustee of the Mumford Family 2026 Trust), Ellen Owen, Kim Priddis and Nancy Millington.

 

Pursuant to the terms and conditions of the Purchase Agreement, embecta acquired Owen Mumford for an upfront cash payment of £100 million at closing (subject to customary adjustments, including for closing net cash) and will pay up to an additional £50 million upon the achievement of certain commercial milestones related to sales of the Aidaptus® next-generation auto-injector platform through the period ending June 30, 2029.

 

The foregoing description of the Purchase Agreement and the Transaction does not purport to be complete and is subject to, and qualified by reference in its entirety to the full text of the Purchase Agreement, a copy of which was filed as Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 20, 2026 and is incorporated herein by reference.

  

Item 7.01 Regulation FD Disclosure.

 

On May 15, 2026, embecta issued a press release announcing the completion of the Transaction, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

(a) Financial Statements of Business Acquired

 

The financial statements required by Item 9.01(a) of Form 8-K will be filed by amendment to this Current Report on Form 8-K no later than 71 calendar days following the date on which this Current Report on Form 8-K was required to be filed pursuant to Item 2.01.

 

(b) Pro Forma Financial Information

 

The pro forma financial information required by Item 9.01(b) of Form 8-K will be filed by amendment to this Current Report on Form 8-K no later than 71 calendar days following the date on which this Current Report on Form 8-K was required to be filed pursuant to Item 2.01. 

 

(d) Exhibits

 

 

 

2.1 Agreement for the Sale and Purchase of Owen Mumford Holdings Limited, dated March 19, 2026, among Embecta Corp. and the Sellers listed in Schedule 1 thereto (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K filed by embecta with the SEC on March 20, 2026).
99.1 Press Release, dated May 15, 2026.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

  

 

 

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.

Date: May 15, 2026EMBECTA CORP.
   
By:/s/ Jeff Mann
  Jeff Mann
  

Senior Vice President, General Counsel & Product

Development, and Corporate Secretary

 

 

 

 

 

 

 

 

 

 

 

 

 

 

embecta Completes Acquisition of Owen Mumford Holdings Limited

 

PARSIPPANY, N.J., May 15, 2026 -- Embecta Corp. ("embecta") (Nasdaq: EMBC), a global leader in diabetes care technology, today announced that it has completed its previously announced transaction to acquire Owen Mumford Holdings Limited ("Owen Mumford"), a privately held, UK-based innovator and manufacturer of medical devices and drug delivery technologies.

 

On March 19, 2026, the two companies announced a definitive agreement for embecta to acquire Owen Mumford for an upfront cash payment of £100 million and up to an additional £50 million in performance-based payments based on net sales of the Aidaptus® next generation auto-injector platform in the three-year period following the closing.

 

The transaction accelerates embecta's strategic transformation into a broad-based medical supplies company which provides drug delivery platforms to pharmaceutical companies and serves chronic care patients in the obesity, diabetes, autoimmune diseases and anaphylaxis markets. It provides embecta a differentiated drug-delivery platform designed to support pharmaceutical partners across multiple therapeutic areas and a strong underlying intellectual property portfolio, including the next-generation Aidaptus® auto-injector platform. It further adds a product portfolio of chronic care devices and leverages core manufacturing strengths in high volume medical products by combining Owen Mumford's device design, molding and assembly capabilities in drug-delivery systems with embecta's global commercial and distribution infrastructure, and large-scale manufacturing expertise, creating opportunities for expanding geographic reach and operational efficiencies.

 

About embecta

 

embecta is a global company that is advancing its 100-year legacy in insulin delivery to become a broad-based medical supplies company, helping to improve lives through innovative solutions, partnerships, and the passion of approximately 2,500 employees around the globe. For more information, visit embecta.com or follow our social channels on LinkedIn, Facebook, and Instagram.

About Owen Mumford

Founded in 1952 and headquartered in Oxfordshire, United Kingdom, Owen Mumford is a medical technology company with more than 70 years of innovation in healthcare device development. The company has built a strong reputation as a trusted partner to pharmaceutical and biotechnology companies, developing drug delivery technologies that support the administration of complex therapies, including its next-generation Aidaptus® auto-injector platform designed to enable future pharmaceutical partnerships. In addition to its drug delivery capabilities, Owen Mumford also offers a portfolio of medical devices used in chronic care and point-of-care applications, including self-injection, diagnostics and other patient-focused healthcare solutions distributed in markets around the world.

 

SAFE HARBOR STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

 

This press release contains express or implied "forward-looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995 and other securities laws. These forward-looking statements concern our current expectations regarding strategic direction and priorities and expectations regarding our acquisition of Owen Mumford. These forward-looking statements are subject to various known and unknown risks, uncertainties and other factors, and you should not rely upon them except as statements of our present intentions and of our present expectations, which may or may not occur. When we use words such as “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “pursue,” “will,” “goal” or similar expressions, we are making forward-looking statements. Although we believe that our forward-looking statements are based on reasonable assumptions, our expected results may not be achieved, and actual results may differ materially from our expectations. In addition, important factors that could cause actual results to differ from expectations include, among others, the risks described in our periodic reports filed with the Securities and Exchange Commission, including under the caption “Risk Factors” in our most recent Annual Report on Form 10-K, as further updated by our Quarterly Reports on Form 10-Q we have filed or will file hereafter. Except as required by law, we undertake no obligation to update any forward-looking statements appearing in this release.

 

Contacts    
Media Investors  
Christian Glazar Pravesh Khandelwal
Sr. Director, Corporate Communications VP, Head of Investor Relations
908-821-6922 551-264-6547 
Contact Media Relations Contact IR

 

   

 

 

FAQ

What acquisition did Embecta Corp. (EMBC) complete on May 15, 2026?

Embecta completed the acquisition of Owen Mumford Holdings Limited, a UK-based medical device and drug-delivery technology company. The deal adds chronic care devices, drug-delivery platforms and related intellectual property to Embecta’s portfolio, supporting its strategy to become a broader medical supplies and drug-delivery business.

How much is Embecta paying for Owen Mumford in total consideration?

Embecta is paying £100 million in upfront cash at closing and may pay up to an additional £50 million in milestone-based payments. These additional payments depend on achieving specified commercial milestones related to net sales of the Aidaptus® next-generation auto-injector platform through June 30, 2029.

What are the milestones tied to Owen Mumford’s additional £50 million payment?

The up to £50 million additional consideration is contingent on achieving specified commercial milestones based on net sales of Owen Mumford’s Aidaptus® next-generation auto-injector platform. These milestones apply over the period ending June 30, 2029, effectively linking part of the purchase price to product performance.

How does the Owen Mumford acquisition fit Embecta’s strategy (EMBC)?

The acquisition supports Embecta’s strategy to evolve from an insulin-delivery specialist into a broad-based medical supplies company. Owen Mumford contributes drug-delivery platforms, chronic care devices and device design capabilities, which Embecta intends to combine with its global commercial reach and large-scale manufacturing strengths.

Which therapeutic areas could Embecta target after acquiring Owen Mumford?

With Owen Mumford’s drug-delivery technologies, Embecta sees opportunities to support pharmaceutical partners across obesity, diabetes, autoimmune diseases and anaphylaxis. The Aidaptus® auto-injector platform and broader device portfolio are intended to serve chronic care patients and complex therapies in these therapeutic areas.

Will Embecta provide financial statements for the Owen Mumford acquisition?

Yes, Embecta plans to file Owen Mumford’s financial statements and related pro forma financial information by amendment. These must be filed no later than 71 calendar days after the date the current report was required under Item 2.01, providing investors with more detailed financial context for the transaction.

Filing Exhibits & Attachments

4 documents