Hologic, Inc. Merger Completion and Governance Changes

2026-04-07SEC Filing 8-K (0001193125-26-144632)

Hologic, Inc. announced the completion of its previously announced Merger with Hopper Parent Inc. and Hopper Merger Sub Inc. on April 7, 2026. As a result of the Merger, Hologic, Inc. has become a wholly-owned subsidiary of Parent. The transaction was funded through equity and debt financing, amounting to approximately $17.3 billion in cash consideration for Hologic's equityholders. In conjunction with the merger, all outstanding shares of Hologic common stock were converted into the right to receive $76.00 in cash and one contingent value right (CVR) per share. Stock options and RSU awards were also converted into cash and/or CVRs, with specific terms depending on the award type and exercise price. The company has initiated the process to delist its common stock from The Nasdaq Stock Market. Following the merger, the company's certificate of incorporation and bylaws were amended and restated. The board of directors saw changes, with JosΓ© E. Almeida appointed as the new CEO and a director, while previous directors and officers resigned. The company also redeemed its 4.625% Senior Notes due 2028 and 3.250% Senior Notes due 2029.

Ticker mentioned:HOLX