Marvell Announces All-Stock Acquisition of Lumentum, Implied Enterprise Value of $115 Billion
Marvell Technology and Lumentum have signed a definitive agreement under which Marvell will acquire Lumentum in an all-stock transaction, with each Lumentum share exchanged for 4.500 shares of Marvell common stock, implying an enterprise value of $115 billion and a per-share price of approximately $1,132, a premium of about 23.9% over the closing price on October 28, 2026. Upon closing, former Marvell shareholders will hold approximately 67% of the combined company and Lumentum shareholders approximately 33%; the combined company's total addressable market is expected to expand to $550 billion, with annualized cost synergies expected to exceed $1 billion. The transaction is expected to close in the first half of 2028, subject to shareholder votes by both companies and regulatory approvals in various countries.
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Marvell Technology and optical communications leader Lumentum announced today that the two parties have signed a definitive agreement under which Marvell Technology will acquire Lumentum in an all-stock transaction. Under the terms of the deal, each holder of one share of Lumentum common stock will receive 4.500 shares of Marvell Technology common stock.
The transaction implies an enterprise value of $115 billion for Lumentum, corresponding to a per-share price of approximately $1,132; based on the unaffected closing prices of both companies on October 28, 2026 (the last trading day before market rumors of the acquisition emerged), this represents a premium of approximately 23.9%.
On a fully diluted basis, following the closing, former Marvell Technology shareholders will hold approximately 67% of the combined company and former Lumentum shareholders will hold approximately 33%.
The combined company's potential total addressable market (TAM) is expected to expand to $550 billion.
Matt Murphy, Chairman and Chief Executive Officer of Marvell Technology, said: "AI infrastructure is undergoing a fundamental architectural shift toward optical interconnect, a once-in-a-generation opportunity. The companies that move first and lead this transformation will define industry standards for decades to come. This combination brings together two leaders with highly complementary technologies, deep talent pools and proprietary manufacturing capabilities. We aim to lead the next era of AI interconnect and create substantial returns for shareholders."
Michael Hurlston, President and Chief Executive Officer of Lumentum, said: "By joining Marvell Technology, the new company will be uniquely positioned to capture the $550 billion market opportunity and generate sustained, meaningful shareholder returns. Surging AI data traffic is forcing rapid hardware iteration; this combination will strengthen our ability to deliver next-generation solutions at scale. Together with Marvell, we will meet customers' full interconnect needs, covering today's scale-out and scale-up scenarios across clusters as well as future scale-up and in-package interconnect scenarios. Through deep co-design matched to customers' stringent requirements, we will help customers shorten time to market, accelerate the pace of innovation and build benchmark-performance products."
The combination offers compelling strategic value and financial benefits:
1. Creating a leader in AI interconnect: Marvell's electro-optical interconnect, switching and custom silicon technologies combined with Lumentum's high-performance lasers, optical modules and optical circuit switching capabilities form a complete interconnect product portfolio spanning cross-cluster interconnect, scale-out, scale-up and in-package interconnect. Following the closing, the combined company can address customer interconnect needs across different transmission distances and multiple topologies, from distributed data centers to inside advanced chip packages.
2. Enabling end-to-end deep co-design to accelerate customer innovation: As AI infrastructure grows increasingly complex, customers need greater integration and optimization of digital, analog and optical technologies. Following the combination, complementary technologies and engineering capabilities across the full signal chain will be integrated to develop highly optimized, pre-validated optical solutions that improve bandwidth, performance and energy efficiency, shorten customers' time to market and support volume production at scale.
3. Integrating specialty manufacturing capabilities and expanding R&D resources: Lumentum brings advanced compound semiconductor processes such as indium phosphide (InP), as well as high-speed, high-power laser manufacturing capabilities. Following the closing, the combined company will integrate cutting-edge chip design, advanced packaging and specialty production line capabilities to achieve deeper heterogeneous integration, strengthen supply chain security and accelerate next-generation optical technology development.
4. Creating long-term shareholder value: The combination of two high-growth AI infrastructure companies expands the TAM to $550 billion and strengthens the ability to serve the emerging scale-up and in-package interconnect markets. The transaction is expected to improve long-term revenue growth, non-GAAP gross margin and operating margin; annualized cost synergies are expected to exceed $1 billion, and the transaction is expected to be accretive to Marvell Technology's non-GAAP earnings per share in the first year after closing.
Transaction structure and terms
The agreement has been unanimously approved by the boards of directors of both companies: at closing, each holder of one share of Lumentum common stock will receive 4.5 shares of Marvell common stock; on a fully diluted basis, Lumentum shareholders will own approximately 33% of the combined company.
Following the closing, Matt Murphy will continue to serve as Chairman and Chief Executive Officer of the combined company. Three members of the Lumentum board of directors (including Lumentum CEO Michael Hurlston) will join Marvell's existing seven-member board.
The transaction is expected to close in the first half of 2028, subject to approval by the shareholders of Marvell Technology and Lumentum, regulatory approvals in various countries and satisfaction of other customary closing conditions. news_keyword_pub,usstock, iframe below body iframe below body General statement General statement QR code at end start QR code at end start
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