# Sanara MedTech Inc. (SMTI) — merger/definitive [pending]
Source: SEC API (secapi.ai) · situation sit_b28089f1d5b29a73c20a · retrieved 2026-08-11T16:11:57.534Z

## Overview
Sanara MedTech Inc. manufactures orthopedic, prosthetic and surgical appliances and supplies.

Sanara MedTech Inc. has entered into a definitive agreement to be acquired by MiMedx Group, Inc. in a cash and stock transaction valued at approximately $350 million. Sanara shareholders will receive $33.00 in cash and 0.4735 shares of MiMedx common stock for each share of Sanara common stock owned, representing a total value of $2.00 per share based on MiMedx's average closing price of $4.22 for the five consecutive trading days through July 28, 2026. The merger consideration represents a 46% premium to Sanara's 30-day volume weighted average share price as of July 28, 2026. The transaction has been unanimously approved by the boards of both companies and is expected to close by year-end, subject to Sanara shareholder approval and receipt of required regulatory approvals.

## Terms
- Counterparty: MiMedx Group, Inc. · Deal value: $350.0M · Consideration: mixed · Premium: 46.0% · Stake: 38.9% · Price/share: $2

## Key dates
- Announced 2026-07-29 · Expiry 2027-07-29 · Expected close 2026-12-31

## Timeline
- 2026-07-29 · 8-K (0001493152-26-035196): 8-K - Sanara MedTech Inc. — *Sanara MedTech Inc. is an orthopedic, prosthetic and surgical appliances and supplies company that develops and commercializes medical device products.* On July 29, 2026, Sanara MedTech Inc. entered into an Agreement and Plan of Merger with MiMedx Group, Inc. and Mustang Merger Sub, Inc., whereby Merger Subsidiary will merge with and into Sanara, with Sanara surviving as a wholly-owned subsidiary of MiMedx. Each share of Sanara common stock will be converted into the right to receive $33.00 per share in cash and 0.4735 shares of MiMedx common stock (valued at $2.00 per share based on the five-day average closing price prior to July 29, 2026). The merger is not subject to a financing condition. If the merger agreement is terminated under certain circumstances, Sanara would be obligated to pay MiMedx a termination fee of $22,540,785.00 in cash, and MiMedx would be required to pay Sanara a termination fee of $9,660,336.00 if MiMedx fails to consummate the merger. The merger is expected to close by July 29, 2027, with an option to extend to January 29, 2028 if antitrust approvals have not been obtained.
  https://www.sec.gov/Archives/edgar/data/714256/0001493152-26-035196.txt
- 2026-07-29 · 425 (0001493152-26-035198): 425 - Sanara MedTech Inc. — *Sanara MedTech Inc. develops and commercializes orthopedic, prosthetic and surgical appliances and supplies, including wound care and medical device products.* On July 29, 2026, Sanara MedTech Inc. entered into a definitive merger agreement with MiMedx Group, Inc. (Parent) and Mustang Merger Sub, Inc. (Merger Subsidiary). Under the agreement, each outstanding share of Sanara common stock will be converted into $33.00 in cash and 0.4735 shares of MiMedx common stock (valued at $2.00 per share based on the five-day average closing price prior to July 29, 2026), for a blended consideration of approximately $35.00 per share. The merger is not subject to a financing condition and is expected to close by July 29, 2027, with an option to extend to January 29, 2028 if antitrust approvals are pending. Specified stockholders holding approximately 38.9% of voting power have committed to vote in favor under a voting agreement.
  https://www.sec.gov/Archives/edgar/data/714256/0001493152-26-035198.txt
- 2026-07-29 · 425 (0001213900-26-082893): 425 - Sanara MedTech Inc. — *Sanara MedTech Inc. develops and commercializes regenerative products for a variety of surgical procedures.* MiMedx Group Inc. has entered into an agreement to acquire Sanara MedTech Inc., a developer and commercializer of regenerative products for surgical procedures. The acquisition is expected to close by year-end 2026, subject to customary closing conditions and regulatory approval. The combination is intended to broaden MiMedx's surgical business and create one of the largest regenerative medicine companies in the market, offering clinicians a portfolio of products for acute and chronic wounds, burn, surgical tissue repair, and musculoskeletal applications.
  https://www.sec.gov/Archives/edgar/data/714256/0001213900-26-082893.txt
- 2026-07-30 · 425 (0001493152-26-035405): 425 - Sanara MedTech Inc. — *Sanara MedTech Inc. manufactures orthopedic, prosthetic and surgical appliances and supplies.* Sanara MedTech Inc. has entered into a definitive agreement to be acquired by MiMedx Group, Inc. in a cash and stock transaction valued at approximately $350 million. Sanara shareholders will receive $33.00 in cash and 0.4735 shares of MiMedx common stock for each share of Sanara common stock owned, representing a total value of $2.00 per share based on MiMedx's average closing price of $4.22 for the five consecutive trading days through July 28, 2026. The merger consideration represents a 46% premium to Sanara's 30-day volume weighted average share price as of July 28, 2026. The transaction has been unanimously approved by the boards of both companies and is expected to close by year-end, subject to Sanara shareholder approval and receipt of required regulatory approvals.
  https://www.sec.gov/Archives/edgar/data/714256/0001493152-26-035405.txt
- 2026-07-30 · 425 (0001493152-26-035407): 425 - Sanara MedTech Inc. — *Sanara MedTech Inc. is an orthopedic, prosthetic and surgical appliances and supplies company.* Sanara MedTech Inc. has agreed to combine with MiMedx Group, Inc., a global provider of healing solutions for surgeries, wound care and burns. The transaction is expected to close by the end of the year, subject to customary closing conditions. Until close, Sanara and MiMedx will continue to operate as independent, separate companies. The combined entity will create a leading regenerative medicine company across numerous surgical subspecialties.
  https://www.sec.gov/Archives/edgar/data/714256/0001493152-26-035407.txt
- 2026-07-30 · 425 (0001493152-26-035410): 425 - Sanara MedTech Inc. — *Sanara MedTech Inc. develops and commercializes regenerative medicine products for surgical applications, wound care, and related healing solutions.* Sanara MedTech Inc. has agreed to combine with MiMedx Group, Inc., a global provider of healing solutions for surgeries, wound care and burns. The transaction brings together two complementary organizations focused on regenerative medicine across surgical subspecialties. The transaction is expected to close by the end of the year, subject to customary closing conditions, with Sanara and MiMedx to operate as independent, separate companies until closing.
  https://www.sec.gov/Archives/edgar/data/714256/0001493152-26-035410.txt
- 2026-07-30 · 425 (0001493152-26-035414): 425 - Sanara MedTech Inc. — *Sanara MedTech Inc. is an orthopedic, prosthetic and surgical appliances and supplies company that develops proprietary, evidence-based surgical technologies focused on the surgical market.* 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 will receive $33.00 in cash and 0.4735 shares of MiMedx common stock for each share of Sanara common stock held. The transaction is expected to close by the end of the year, subject to approval by Sanara shareholders, receipt of required regulatory approvals, and other customary closing conditions.
  https://www.sec.gov/Archives/edgar/data/714256/0001493152-26-035414.txt
- 2026-07-30 · 425 (0001493152-26-035416): 425 - Sanara MedTech Inc. — *Sanara MedTech Inc. is an orthopedic, prosthetic and surgical appliances and supplies company that develops and commercializes regenerative products for surgical markets.* Sanara MedTech Inc. has entered into a definitive agreement under which MiMedx Group, Inc. will acquire all outstanding shares of Sanara in a cash and stock transaction valued at $35 per Sanara share with a total enterprise value of approximately $350 million. Holders of Sanara common stock will receive $33.00 in cash and 0.4735 shares of MiMedx common stock for each Sanara share they own. The transaction is expected to close by the end of the year. Sanara stock options, RSUs, and PSUs will be fully exercised/vested upon the change of control.
  https://www.sec.gov/Archives/edgar/data/714256/0001493152-26-035416.txt

## Citations
- 0001493152-26-035196 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000149315226035196
- 0001493152-26-035198 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000149315226035198
- 0001213900-26-082893 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000121390026082893
- 0001493152-26-035405 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000149315226035405
- 0001493152-26-035407 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000149315226035407
- 0001493152-26-035410 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000149315226035410
- 0001493152-26-035414 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000149315226035414
- 0001493152-26-035416 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000149315226035416