---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-26-009474"
form_type: "8-K"
ticker: "NXGL"
cik: "0001468929"
company_name: "NEXGEL, INC."
filed_at: "2026-03-10T23:59:59+00:00"
generated_at: "2026-05-15T15:53:27.113383+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: "high"
source: SEC EDGAR
---

# NEXGEL signs $35M deal to buy Celularity's biomaterial portfolio; expects revenue to triple to ~$35M

## Summary
- Consideration up to $35M: $15M upfront plus $20M in milestone payments tied to net sales.
- Deal expected to triple annual revenue to ~$35M and make NEXGEL immediately profitable upon closing.
- Acquisition includes 6 commercial-stage regenerative products with existing reimbursement, plus 3 planned 510(k) filings through 2028.
- Experienced commercial and scientific team from Celularity is expected to join NEXGEL, expanding sales reach.
- NEXGEL also disclosed discussions for a $100M equity line of credit facility with a third-party investor.

## SEC filing metadata
- accession: 0001493152-26-009474
- form_type: 8-K
- ticker: NXGL
- cik: 0001468929
- company_name: NEXGEL, INC.
- filed_at: 2026-03-10T23:59:59+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.9
- calibrated_materiality_score: 0.9
- confidence: high
- sec_items: 1.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1468929/000149315226009474/0001493152-26-009474-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1468929/000149315226009474/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-26-009474
- JSON: https://secwatch.observer/filing/0001493152-26-009474.json
- Plain text: https://secwatch.observer/filing/0001493152-26-009474.txt

## Key facts
- Material Agreements
  NEXGEL, INC. entered into Agreement with Celularity, Inc. valued at up to $35.0 million in cash, subject to certain adjustments, which will include (i) a $15.0 million (effective 2026-03-06).
  - Action: entry
  - Agreement: asset purchase
  - Counterparty: Celularity, Inc.
  - Value: up to $35.0 million in cash, subject to certain adjustments, which will include (i) a $15.0 million
  - Effective: 2026-03-06
  source text: On March 6, 2026, NexGel, Inc., a Delaware corporation (the “ Company ”), entered into an Asset Purchase and Exclusive License Agreement (the “ Agreement ”) with Celularity, Inc., a Delaware corporation (the “ Licensor ”), whereby the Licensor granted to the Company an exclusive license to its commercial-stage biomaterials portfolio and certain development-stage programs as more fully described in the Agreement and the Licensor agreed to sell to the Company assets related to the portfolio (collectively, the “ Business ”). Consideration for the Business will consist of up to $35.0 million in cash, subject to certain adjustments, which will include (i) a $15.0 million upfront payment and (ii) an additional $20.0 million in potential milestone payments based on net sales targets related to the Business.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1468929/000149315226009474/0001493152-26-009474-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.