Marvell acquires Celestial AI for up to $5.5B; optical interconnect for AI data centers

Marvell Technology, Inc.

Upfront consideration: $1.0B cash + ~27.2M MRVL shares (~$2.25B). Earnout up to ~27.2M shares (~$2.25B) on revenue milestones.
Celestial AI's Photonic Fabric chiplet delivers 16 Tbps bandwidth, 10x current scale-out ports, targeting optical scale-up interconnects.
Revenue expected to begin H2 FY2028; $500M annualized run rate by Q4 FY2028, $1B by Q4 FY2029.
First milestone: $500M cumulative revenue by end FY2029 for 1/3 earnout; full earnout if >$2B cumulative revenue.
Transaction approved by Marvell board; expected to close in Q1 2026, subject to regulatory approvals.

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