Acquisition (Tables)

6 Months Ended

Jun. 30, 2025

Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]

Schedule of Acquisition

The Company recognized the following in closing costs as of the closing date of the PanTHERA Transaction:


(In thousands)
Cash paid at close of acquisition	$	9,545
Indemnity escrow amount(1)	350
Transaction expenses(2)	609
Carrying value of equity interest(3)	995
Cash in lieu of stock payment(4)	995
Stock issued to PanTHERA Sellers(5)	4,455
Gross closing cost consideration	16,949
Less: extinguishment of pre-existing liability(6)	(150)
Total closing cost consideration	$	16,799

(1) Represents the amount transferred to the escrow agent as of the closing date of the PanTHERA Transaction to cover any losses arising from a breach of representations as agreed upon within the PanTHERA Transaction. This amount will be held in escrow for 18 months following the closing date.

(2) Represents the costs incurred by the Company ($0.5 million) and on behalf of PanTHERA Sellers ($0.1 million) in connection with the PanTHERA Transaction, including fees to be paid to attorneys and other external parties.

(3) Represents the original investment amount by the Company in PanTHERA in November 2020. This was added to the overall consideration paid to determine the costs to allocate to assets acquired in the PanTHERA Transaction.

(4) Represents portion of common stock payout to PanTHERA Sellers that was elected to be distributed in cash rather than stock compensation.

(5) Represents market value of 213,360 shares of the Company's common stock issued to the PanTHERA Sellers as of the closing date of the PanTHERA Transaction in accordance with its terms..

(6) Represents pre-existing liability of the Company from milestone development payments under the PanTHERA Development and License Agreement.

BIOLIFE SOLUTIONS INC 10-Q