MaxCyte To Acquire Akron BioProducts From Arcline Investment Management For Total Consideration Of $151.8M, Comprising $105M In Cash And 20.6M MXCT Shares Worth ~$26.8M

Under the terms of the agreement, MaxCyte will acquire Akron for total consideration of $151.8 million. At the close of the transaction, MaxCyte will pay $105.0 million in cash, subject to customary adjustments, plus 20,639,733 shares of MaxCyte common stock valued at approximately $26.8 million based on the closing price as of November 9, 2026. In addition, MaxCyte will pay $20.0 million in total guaranteed deferred payments, consisting of $10.0 million each, payable on the first business day of January 2028 and January 2029.

MaxCyte will fund the transaction with cash on hand and newly issued MaxCyte common stock. The transaction is not subject to a financing condition or stockholder approval.

Concurrent Financing

In addition, MaxCyte has secured a new credit facility with MidCap Financial of up to $75.0 million, which includes a $55.0 million term loan and a $20.0 million revolving credit facility. At closing, MaxCyte expects to draw $20.0 million under the term loan and $2.0 million under the revolving credit facility. MaxCyte expects these initial drawdowns under the term loan and revolving credit facility, together with cash on hand and the remaining availability under the facility, to fund the combined company’s operations through profitability.

Strategic and Financial Rationale of the Combination

Adds recurring consumables revenue and commercial-stage exposure: The combination increases MaxCyte’s exposure to recurring revenue tied to commercial-scale manufacturing and deepens relationships with some of the largest biopharmaceutical companies.
Expands MaxCyte’s role across the cell therapy manufacturing workflow and broadens its regulatory footprint: Historically focused on non-viral cell engineering, MaxCyte will expand into the viral ex-vivo cell therapy market through Akron’s products, which are used across multiple cell-engineering methods and at critical steps before and after cell engineering, including electroporation. The combination will be embedded in the workflow of five approved therapies and support over 100 clinical programs, with both companies’ DMFs referenced in customers’ regulatory filings.
Creates cross-selling opportunities and revenue synergies: MaxCyte and Akron have limited customer overlap despite similar call points and end markets, enabling MaxCyte to leverage its existing commercial infrastructure to sell Akron’s products and drive revenue synergies.
Accelerates MaxCyte’s path to profitability: Akron’s positive EBITDA and cash flow are expected to reduce the combined company’s annual cash burn to less than $10 million in 2027, with approximately $40 million to $45 million in cash expected at closing, positioning MaxCyte to reach profitability without fully utilizing its credit facility.

The transaction is expected to close before the end of 2026, subject to customary closing conditions.

Akron, headquartered in Boca Raton, Florida, is a leading supplier of GMP-grade reagents and ancillary materials used throughout the cell therapy manufacturing workflow, including at critical steps before and after cell engineering, including electroporation, from expansion through cryopreservation. Over the past two decades, Akron has built a robust portfolio of ancillary materials designed for cell therapy manufacturing, pioneering the development of Closed System Solutions (CSS)® to streamline production and providing the regulatory support required to enable clinical and commercial programs globally. Like MaxCyte, Akron’s products become embedded in customers’ validated manufacturing processes and regulatory submissions, supported by drug master files (DMFs) referenced in INDs and BLAs, strengthening long-term customer relationships.