INTEL: Marvell to pay 4.5 shares per Lumentum share, with $3.2B breakup fee

Update (2 November 2026): Terms of the Marvell-Lumentum deal are now available: Lumentum holders get 4.5 Marvell shares each, and closing is expected in the first half of 2028. The first version reported the deal as valued at $1,132 per Lumentum share.

Marvell Technology (MRVL) and Lumentum (LITE) have agreed an all-stock combination in which each Lumentum share converts into 4.5 Marvell shares. The deal is expected to close in the first half of 2028, so the transaction faces a long path to completion. The companies describe the merged business as a category leader in AI connectivity.

Marvell would owe a $3.2 billion breakup fee if regulators block the deal. That puts a defined cost on the main regulatory risk, although the terms supplied do not say which regulators are involved or which approvals are required.

Both stocks have fallen sharply. Lumentum shares dropped 15% intraday to $713.81, according to Binance market data. Marvell shares are down 32% over three sessions, its worst three-day drop since 2000. Because the consideration is paid in Marvell stock, what Lumentum holders receive will move with Marvell’s share price until the deal closes.

The information supplied does not include the total transaction value, any premium to Lumentum’s earlier share price, or the structure and leadership of the combined company. It also does not say whether shareholder votes are needed. The “category leader” description is the companies’ own claim, and no independent assessment of the combined business has been supplied.

The companies’ full statement, investor materials and filings with the U.S. Securities and Exchange Commission are where the remaining terms would be set out.