™Marvell to Acquire Lumentum in $115 Billion All-Stock Deal
Marvell announced on Nov 2 an all-stock acquisition of optical components maker Lumentum, with an enterprise value of about $115 billion, expected to close in the first half of 2028.
What happened
Each Lumentum share converts into 4.5 Marvell common shares; at Oct 28 reference prices that implies about $1,132 per Lumentum share, a 23.9% premium to Lumentum's unaffected closing price on Oct 28. After closing, Marvell shareholders would own about 67% of the combined company and Lumentum shareholders about 33%.
Both boards unanimously approved the deal, which still needs approval by both companies' shareholders and regulatory clearances. Marvell CEO Matt Murphy will remain chairman and CEO of the combined company, and three Lumentum directors will join Marvell's board. The companies said they see more than $1 billion in annual run-rate cost synergies and expect the deal to add to Marvell's non-GAAP earnings per share in the first year after closing.
Lumentum also reported quarterly results the same day: revenue of $1.26 billion for the quarter ended Sept 26, up 136.5% year over year, with next-quarter guidance of about $1.6 billion. In early trading after the announcement, Lumentum shares fell more than 10% and Marvell fell more than 5%. It is Marvell's largest acquisition since its $10 billion purchase of Inphi in 2021.
Key facts
- Parties and date: Marvell to acquire Lumentum, announced Nov 2, 2026
- Structure: all-stock deal with an enterprise value of about $115 billion, including debt
- Exchange ratio: 4.5 Marvell shares per Lumentum share, about $1,132 per share, a 23.9% premium
- Pro forma ownership: about 67% for Marvell shareholders and 33% for Lumentum shareholders, fully diluted
- Closing conditions and timing: shareholder approvals and regulatory clearances required, expected in the first half of 2028
- Termination fees: $5.8 billion if Marvell's board withdraws support or accepts another bid, $2.9 billion in the mirror case for Lumentum, and $3.2 billion from Marvell if regulators block the deal
- Lumentum quarter: revenue of $1.26 billion for the quarter ended Sept 26, up 136.5% year over year, with next-quarter guidance of about $1.6 billion
Why it matters
the deal brings chips, electrical interconnect and optical interconnect into one company, taking consolidation in AI data-center connectivity to the hundred-billion-dollar scale, with the combined market framing and regulatory review as the next focus.
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