"On December 2, 2025, Marvell Technology, Inc. (the “Company”) announced that it entered into an Agreement and Plan of Reorganization (the “Agreement”) with Celestial AI Inc. (“Celestial”) pursuant to which the Company will acquire Celestial in a transaction (the “Transaction”), consisting of approximately $1.0 billion payable in cash and approximately 27.2 million shares of the Company’s common stock, par value $0.002 per share (the “Common Stock”), having a value of approximately $2.25 billion, to be paid at or issued at the closing of the Transaction (the “Closing Shares”), and up to an additional approximately 27.2 million shares of Common Stock, having a value of approximately $2.25 billion, upon achievement of certain revenue-based performance milestones."
"On February 2, 2026, the Company closed the Transaction and issued 24,601,976 unregistered shares of Common Stock. In addition to the issuance of unregistered shares of Common Stock, the Company also assumed approximately 3.0 million Celestial options (on an as-converted to shares of Company Common Stock basis)."
"SANTA CLARA, Calif. – February2, 2026 – Marvell Technology, Inc. (NASDAQ: MRVL), a leader in data infrastructure semiconductor solutions, today announced that it has completed its previously announced acquisition of Celestial AI, a pioneer in optical interconnect technology for scale-up connectivity."
"Semiconductor company Marvell on Tuesday announced that it will acquire Celestial AI for at least $3.25 billion in cash and stock. The purchase price could increase to $5.5 billion if Celestial hits revenue milestones, Marvell said."
