--- schema_version: "secwatch.filing_event.v1" accession: "0001140361-25-003108" form_type: "8-K" ticker: null cik: "0000704562" company_name: "Avid Bioservices, Inc." filed_at: "2025-02-05T23:59:59+00:00" generated_at: "2026-05-27T03:00:36.961206+00:00" event_type: "m_and_a" sentiment: "positive" materiality_score: 1.0 calibrated_materiality_score: 1.0 confidence: "high" source: SEC EDGAR --- # GHO Capital and Ampersand complete $1.12B acquisition of Avid Bioservices ## Summary - All-cash consideration of $12.50 per share; deal closed Feb 5, 2025. - Avid common stock delisted from Nasdaq; trading halted at closing. - Convertible note holders: repurchase right and increased conversion rate (113.7656 shares per $1,000) until Mar 10, 2025. - Board changes: Nicholas Green remains; Daniel Hart appointed; prior directors resign. - GHO and Ampersand plan to expand Avid's CDMO capabilities, talent, and geographic reach. ## SEC filing metadata - accession: 0001140361-25-003108 - form_type: 8-K - cik: 0000704562 - company_name: Avid Bioservices, Inc. - filed_at: 2025-02-05T23:59:59+00:00 - event_type: m_and_a - sentiment: positive - materiality_score: 1.0 - calibrated_materiality_score: 1.0 - confidence: high - sec_items: 1.01, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/704562/000114036125003108/0001140361-25-003108-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/704562/000114036125003108/ef20042864_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001140361-25-003108 - JSON: https://secwatch.observer/filing/0001140361-25-003108.json - Plain text: https://secwatch.observer/filing/0001140361-25-003108.txt ## Key facts - Executive change Daniel Hart was appointed as Director at Avid Bioservices, Inc.. - Action: appointed - Role: Director source text: Daniel Hart was appointed a director of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/704562/000114036125003108/0001140361-25-003108-index.htm - Executive change Esther Alegria departed as Director at Avid Bioservices, Inc.. - Action: ceased to be a director - Role: Director source text: Joseph Carleone, Ph.D., Esther Alegria, Ph.D., Richard Hancock, Catherine Mackey, Ph.D., Gregory Sargen and Jeanne Thoma, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors. evidence_url: https://www.sec.gov/Archives/edgar/data/704562/000114036125003108/0001140361-25-003108-index.htm - Executive change Richard Hancock departed as Director at Avid Bioservices, Inc.. - Action: ceased to be a director - Role: Director source text: Joseph Carleone, Ph.D., Esther Alegria, Ph.D., Richard Hancock, Catherine Mackey, Ph.D., Gregory Sargen and Jeanne Thoma, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors. evidence_url: https://www.sec.gov/Archives/edgar/data/704562/000114036125003108/0001140361-25-003108-index.htm - Executive change Joseph Carleone departed as Director at Avid Bioservices, Inc.. - Action: ceased to be a director - Role: Director source text: Joseph Carleone, Ph.D., Esther Alegria, Ph.D., Richard Hancock, Catherine Mackey, Ph.D., Gregory Sargen and Jeanne Thoma, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors. evidence_url: https://www.sec.gov/Archives/edgar/data/704562/000114036125003108/0001140361-25-003108-index.htm - Executive change Gregory Sargen departed as Director at Avid Bioservices, Inc.. - Action: ceased to be a director - Role: Director source text: Joseph Carleone, Ph.D., Esther Alegria, Ph.D., Richard Hancock, Catherine Mackey, Ph.D., Gregory Sargen and Jeanne Thoma, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors. evidence_url: https://www.sec.gov/Archives/edgar/data/704562/000114036125003108/0001140361-25-003108-index.htm - Executive change Jeanne Thoma departed as Director at Avid Bioservices, Inc.. - Action: ceased to be a director - Role: Director source text: Joseph Carleone, Ph.D., Esther Alegria, Ph.D., Richard Hancock, Catherine Mackey, Ph.D., Gregory Sargen and Jeanne Thoma, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors. evidence_url: https://www.sec.gov/Archives/edgar/data/704562/000114036125003108/0001140361-25-003108-index.htm - Executive change Catherine Mackey departed as Director at Avid Bioservices, Inc.. - Action: ceased to be a director - Role: Director source text: Joseph Carleone, Ph.D., Esther Alegria, Ph.D., Richard Hancock, Catherine Mackey, Ph.D., Gregory Sargen and Jeanne Thoma, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors. evidence_url: https://www.sec.gov/Archives/edgar/data/704562/000114036125003108/0001140361-25-003108-index.htm - Governance Changes Avid Bioservices, Inc.: Certificate of incorporation amended and restated upon Merger completion. - Change: charter amendment source text: Effective upon completion of the Merger, the certificate of incorporation of the Company, as in effect immediately prior to the Merger, was amended and restated to be in the form of the certificate of incorporation attached as Exhibit 3.1 hereto. evidence_url: https://www.sec.gov/Archives/edgar/data/704562/000114036125003108/0001140361-25-003108-index.htm - Governance Changes Avid Bioservices, Inc.: Bylaws amended and restated upon Merger completion. - Change: bylaw amendment source text: Effective upon completion of the Merger, the bylaws of the Company, as in effect immediately prior to the Merger, were amended and restated to be in the form of the bylaws attached as Exhibit 3.2 hereto. evidence_url: https://www.sec.gov/Archives/edgar/data/704562/000114036125003108/0001140361-25-003108-index.htm - M&A Transactions Avid Bioservices, Inc. underwent a change of control involving Space Finco, Inc., Space Mergerco, Inc., GHO Capital Partners LLP and Ampersand Capital Partners for $12.50 in cash (closed 2025-02-05). - Action: change of control - Counterparty: Space Finco, Inc., Space Mergerco, Inc., GHO Capital Partners LLP and Ampersand Capital Partners - Consideration: $12.50 in cash - Closing: 2025-02-05 source text: (subject to any adjustment pursuant to the Indenture, including any increase as a result of a Make-Whole Fundamental Change (as defined in the Indenture)) multiplied by $12.50 (which is an amount equal to the Merger Consideration (as defined below)), and a unit of Reference Property under the Indenture will be comprised of an amount in cash equal to evidence_url: https://www.sec.gov/Archives/edgar/data/704562/000114036125003108/0001140361-25-003108-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.