Marvell agrees to acquire Lumentum in an all-stock deal focused on AI networking

Marvell agreed to acquire Lumentum in an all-stock transaction.

Marvell and Lumentum announced a definitive agreement on November 2 under which Marvell would acquire Lumentum. The fixed exchange ratio is 4.500 Marvell common shares for each Lumentum common share. The companies gave an implied enterprise value of $115 billion for Lumentum using their stated pricing reference. The expected close is in the first half of 2028, subject to shareholder and regulatory approvals and other closing conditions. [Joint announcement filed with Marvell's Form 8-K](https://investor.marvell.com/sec-filings/all-sec-filings/content/0001193125-26-442714/d81187dex991.htm)

Why the companies are focusing on optics

Training and serving large AI systems requires links that can carry data among processors, servers and racks. Marvell brings switching, interconnect and custom silicon products. Lumentum brings lasers, transceivers and optical circuit switching. The companies say combining these capabilities could make it easier to design the electrical and optical parts of a link together. That is the industrial case they presented. It does not identify an integrated product ready for customers to buy. [Transaction rationale](https://investor.marvell.com/sec-filings/all-sec-filings/content/0001193125-26-442714/d81187dex991.htm)

There are several levels at which that design work could matter. A connection between racks has a different problem from a link close to the accelerator or inside an advanced package. A data-centre operator might care about power and maintenance of replaceable optical modules. A chip designer might need to fit electrical and optical components into a tighter power and thermal budget. The products eventually offered would need to demonstrate gains at the level where customers intend to deploy them.

What the signed agreement establishes today

The companies expect current Marvell shareholders to own about 67% of the combined company on a fully diluted basis after closing. Their release also forecasts revenue and cost benefits. Those forecasts depend on the transaction closing and on subsequent work to integrate the businesses. [Deal terms and expected timing](https://investor.marvell.com/sec-filings/all-sec-filings/content/0001193125-26-442714/d81187dex991.htm)

The signed agreement is the new event. Approvals and a completed transaction would be separate milestones, followed by any announced products or shipping commitments.