Arxis, Inc. (NASDAQ:ARXS) filed a Form 8-K on August 18, 2026, disclosing the August 17, 2026, completion of its acquisition of Omnetics Connector Corporation through a merger agreement originally announced on May 29, 2026.

Key Highlights

  • Agreed enterprise value: The merger was based on an agreed enterprise value of $770.0 million, subject to customary closing adjustments.
  • Shares issued: Arxis issued 13,351,964 shares of Class A common stock, par value $0.01 per share, to former Omnetics shareholders at closing.
  • Cash escrow: The company funded $8.0 million of cash escrow accounts pursuant to the Merger Agreement.
  • Exemption from registration: The share issuance was made pursuant to an exemption from registration under Section 4(a)(2) of the Securities Act of 1933.
  • Business segment: Omnetics will operate within Arxis's Electronic Components segment.
  • Shareholder representative: Gary Jacobs, President of Omnetics, served as shareholder representative in the transaction.

Omnetics Merger Details: Terms, Consideration, and Segment Placement

According to the filing, Arxis, Inc., a Delaware corporation, entered into an Agreement and Plan of Merger on May 29, 2026, with Orion Merger Sub, Inc., a Minnesota corporation and wholly owned subsidiary of Arxis, and Omnetics Connector Corporation, a Minnesota corporation. The merger closed on August 17, 2026. The filing describes Omnetics as "a leading designer and manufacturer of proprietary high-reliability Micro-D-Sub and Nano-D-Sub connectors and interconnect assemblies used in critical defense and space, commercial aerospace and medical applications."

The aggregate consideration was based on an agreed enterprise value of $770.0 million, subject to customary closing adjustments, the company disclosed. At closing, Arxis issued 13,351,964 shares of its Class A common stock to the former shareholders of Omnetics and funded $8.0 million in cash escrow accounts as required by the Merger Agreement. The filing notes that the share issuance relied on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933.

The filing also notes that Omnetics will operate within Arxis's Electronic Components segment following the close of the transaction. The 8-K was signed by Azad Badakhsh, Chief Financial Officer of Arxis, and a press release dated August 18, 2026, was filed as Exhibit 99.1.

What Was Disclosed

Arxis disclosed the August 17, 2026, closing of its acquisition of Omnetics Connector Corporation, including the agreed enterprise value of $770.0 million, the issuance of 13,351,964 Class A common shares, and the funding of $8.0 million in cash escrow accounts.