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8KARXSTier 8

Arxis, Inc. 8K

0001193125-26-252459

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Arxis, Inc. agreed to acquire Omnetics Connector Corporation via a stock-for-stock merger valued at $770 million, with Omnetics becoming a subsidiary and its shareholders receiving Arxis common stock subject to customary adjustments and escrow.

Arxis, Inc. entered into an Agreement and Plan of Merger dated May 29, 2026 under which its wholly owned subsidiary, Orion Merger Sub, Inc., will merge with and into Omnetics Connector Corporation, with Omnetics continuing as the surviving corporation and its shareholders receiving merger consideration primarily in shares of Arxis Class A common stock based on a $770 million enterprise value, subject to working capital and other post-closing adjustments, escrow arrangements, and a stock price collar/cash true-up mechanism, with the transaction structured to qualify as a tax-free reorganization under Section 368(a)(2)(E) of the Internal Revenue Code and supported by related ancillary agreements including an escrow agreement, registration rights, and lock-up terms.

Filing Facts

CIK
2093536
Ticker
ARXS
Form
8K
Source Type
sec
Accession
0001193125-26-252459
Alert Tier
8
Arxis, Inc. 8K | ATTN