Sanara MedTech (SMTI) SEC Filings, Jul-Aug 2026

Sanara MedTech Inc. reported second quarter 2026 net revenue of $28.1 million, up 9% from $25.8 million a year earlier, driven by an 11% increase in soft tissue repair product sales, partially offset by lower bone fusion product revenue. Gross margin rose to 93%, with gross profit of $26.2 million. However, higher selling, general and administrative expenses, including about $1.1 million of legal and advisory costs for corporate strategic initiatives, and increased interest expense led to operating income declining to $1.8 million from $2.5 million and a net loss from continuing operations of $0.4 million, versus net income of $0.5 million in 2025.

For the first six months of 2026, net revenue increased 14% to $55.9 million, operating income improved to $4.4 million from $3.3 million, and Adjusted EBITDA rose to $9.3 million from $7.4 million. Net loss from continuing operations was $13,457, essentially breakeven per share. Cash and cash equivalents were $15.4 million and long-term debt $46.5 million at June 30, 2026, and net cash used in operating activities was $0.4 million. Management highlighted a pending transformational agreement under which Sanara is expected to be acquired by MIMEDX, subject to customary closing conditions, and noted continued focus on expanding its surgical product portfolio, including the planned first-quarter 2027 introduction of OsStic.

Sanara MedTech Inc. filed an amendment correcting termination fee amounts in its previously disclosed merger agreement with MiMedx Group, Inc. The Company, which will merge into a MiMedx subsidiary and become a wholly owned subsidiary of MiMedx, confirmed that each Sanara share will be converted into $33.00 in cash plus 0.4735 shares of MiMedx common stock, with the stock portion stated to represent a value of $2.00 per share based on a five‑day average price. The agreement includes customary covenants, non‑solicitation provisions with a Superior Proposal framework, regulatory and stockholder approval conditions, and an outside date of July 29, 2027, extendable to January 29, 2028 for antitrust approvals. Sanara would owe MiMedx a $9,660,336.00 termination fee in specified scenarios, while MiMedx would owe Sanara $22,540,785.00 if it fails to close when required. A voting agreement covers stockholders holding approximately 38.9% of Sanara’s voting power.

Sanara MedTech Inc. amended a prior current report to correct termination fee amounts in its merger agreement with MiMedx Group, Inc., lowering Sanara’s cash termination fee obligation to $9,660,336.00 and increasing MiMedx’s reverse termination fee to $22,540,785.00.

Under the Agreement and Plan of Merger, a MiMedx subsidiary will merge into Sanara, which will survive as a wholly owned subsidiary of MiMedx. At closing, each share of Sanara common stock (other than excluded or appraisal shares) will be converted into $33.00 in cash plus 0.4735 shares of MiMedx common stock, with the stock portion valued at $2.00 per share based on a five-day average. Sanara equity awards will be cashed out and/or converted based on this merger consideration. Closing is subject to stockholder approval, antitrust and other regulatory clearances, effectiveness of an S-4 registration, Nasdaq listing of MiMedx shares, and customary conditions including absence of a Material Adverse Effect. A Voting Agreement covers holders representing about 38.9% of Sanara’s voting power. If completed, Sanara shares will be delisted from Nasdaq and deregistered.

Sanara MedTech Inc. received an amended Schedule 13G from investment advisor Christopher M. Plahm, relating to its common stock. The amendment reports that Plahm, Tall Pines Capital, LLC, and Stonebridge Wealth Management, LLC now beneficially own 0 shares of Sanara MedTech common stock, representing 0.0% of the class, with no sole or shared voting or dispositive power. The filing characterizes this as ownership of 5 percent or less of the class as of July 30, 2026.

Sanara MedTech Inc. describes a proposed business combination with MiMedx Group, Inc., emphasizing that statements about timing and anticipated benefits are forward-looking and subject to numerous risks and uncertainties. These include regulatory approvals, Sanara stockholder approval, potential termination of the merger agreement (including a possible termination fee), litigation risk, transaction costs, management distraction, and broader economic and industry conditions.

MiMedx plans to file a registration statement on Form S-4, including a proxy statement/prospectus for Sanara stockholders. Investors are urged to read that document and related SEC filings in full when available. The communication clarifies it is not an offer to sell or solicit securities, nor a solicitation of any vote or approval.

Sanara MedTech Inc. has agreed to be acquired by MiMedx Group, Inc. in a cash-and-stock transaction valued at $35 per Sanara share, implying an enterprise value of approximately $350 million.

Sanara stockholders will receive $33.00 in cash plus 0.4735 shares of MiMedx common stock for each Sanara share. The companies describe the combination as creating a leading regenerative medicine business focused on surgical subspecialties. Sanara notes it recently exceeded $100 million in net revenue for the first time and has improved profitability. Both companies expect the transaction to close by the end of the year, subject to regulatory approvals, Sanara stockholder approval and other customary conditions, and to operate as separate entities until closing.

Sanara MedTech Inc. has entered into a definitive agreement to be acquired by MiMedx Group, Inc. in a cash and stock transaction valuing Sanara at approximately $350 million. Sanara shareholders are expected to receive $33.00 in cash plus 0.4735 shares of MiMedx common stock for each Sanara share.

The combination is described as creating a leading regenerative medicine company focused on surgical subspecialties, extending MiMedx’s reach beyond soft tissue into areas such as musculoskeletal applications. Closing is expected by year-end, subject to Sanara stockholder approval, required regulatory approvals and other customary conditions; until then, the companies will operate as separate, independent entities.

Sanara MedTech Inc. has agreed to a proposed business combination with MiMedx Group, Inc., aiming to create a leading regenerative medicine company focused on surgical and wound-care applications. The combination is described as bringing together complementary product portfolios and commercial capabilities.

The transaction is expected to close by the end of the year, subject to customary closing conditions, including required regulatory approvals and approval of Sanara stockholders. Until closing, Sanara and MiMedx will operate as separate companies and existing distributor agreements and day-to-day contacts at Sanara remain unchanged. Extensive forward-looking statements language highlights risks such as potential failure to obtain approvals, possible termination of the merger agreement, business disruption, transaction costs, and litigation or regulatory actions. A registration statement on Form S-4, including a proxy statement/prospectus, will be filed with the SEC, and investors are urged to read those materials when available.

Sanara MedTech Inc. has agreed to combine with MiMedx Group, Inc., a global provider of healing solutions for surgeries, wound care and burns. The companies state that the combination is intended to create a leading regenerative medicine business across multiple surgical subspecialties, leveraging MiMedx’s commercial capabilities with Sanara’s regenerative product portfolio.

The transaction is expected to close by the end of the year, subject to customary closing conditions, including regulatory approvals and approval by Sanara stockholders. Until closing, Sanara and MiMedx plan to operate as separate, independent companies with no changes to customers’ day‑to‑day contacts. A registration statement on Form S‑4, including a joint proxy statement/prospectus, is expected to be filed with the SEC, and investors are urged to review those materials when available.