Marvell Agrees to Buy Lumentum in $115 Billion All-Stock Deal

Marvell Technology agreed Nov. 2 to acquire Lumentum Holdings in an all-stock transaction with an implied enterprise value of $115 billion, combining the semiconductor maker with an optical networking company.

Under the agreement, Lumentum shareholders would receive 4.5 Marvell shares for each Lumentum share. The exchange ratio represented a roughly 23.9% premium based on prices on Oct. 28, before the deal became public. Existing Marvell shareholders would own about 67% of the combined company, with Lumentum investors holding about 33%.

Marvell expects the deal to close in the first half of 2028. Lumentum CEO Michael Hurlston and two other directors are expected to join Marvell’s board when it closes. The agreement includes a $5.8 billion termination fee payable by Marvell in certain circumstances.

Marvell projects more than $1 billion in annual run-rate cost synergies, while the combined company is targeting a $550 billion addressable market. The all-stock structure means the deal consideration is shares rather than cash.