{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-23-101780","form_type":"8-K","ticker":"ELUT","cik":"0001708527","company_name":"ELUTIA INC.","filed_at":"2023-09-19T23:59:59+00:00","discovered_at":"2026-05-14T18:03:34.938221+00:00","generated_at":"2026-06-10T13:35:35.347218+00:00","sec_items":["1.01","7.01","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.7,"calibrated_materiality_score":0.7,"confidence":"high","headline":"Elutia sells Orthobiologics unit to Berkeley Biologics for up to $35M","bullets":["Upfront cash $15M at close; earn-out payments up to $20M over 5 years (10% of annual revenue from Earn-Out Products, capped at $20M).","Transaction expected to close in Q4 2023; subject to customary conditions including regulatory approvals and material consents.","Elutia to focus on drug-eluting biomatrix platform; lead product CanGaroo RM targets FDA clearance and launch in H1 2024.","Berkeley Biologics is a wholly-owned subsidiary of GNI Group Ltd. (Tokyo: 2160.T).","Elutia will enter a Manufacturing Agreement for SimpliDerm product for two years following closing."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-23-101780","json":"https://secwatch.observer/filing/0001104659-23-101780.json","markdown":"https://secwatch.observer/filing/0001104659-23-101780.md","text":"https://secwatch.observer/filing/0001104659-23-101780.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1708527/000110465923101780/0001104659-23-101780-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1708527/000110465923101780/tm2326344d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-10T13:35:35.347218+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"239091ec833fd3bffd857456ff2607e5a65aa488","claim":"ELUTIA INC. entered into Asset Purchase Agreement with Berkeley Biologics, LLC valued at up to $35 million in cash, with $15 million due at Closing and up to $20 million after the Closing p (effective 2023-09-17).","evidence_excerpt":"On September 17, 2023, Elutia Inc. (the “Company” or “Elutia”) executed an Asset Purchase Agreement (the “Purchase Agreement”) with Berkeley Biologics, LLC (“Berkeley”), a Delaware limited liability company and wholly-owned subsidiary of GNI Group, Ltd.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1708527/000110465923101780/0001104659-23-101780-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"asset purchase"},{"label":"Counterparty","value":"Berkeley Biologics, LLC"},{"label":"Value","value":"up to $35 million in cash, with $15 million due at Closing and up to $20 million after the Closing p"},{"label":"Effective","value":"2023-09-17"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}