Seagate Completes Acquisition of Intevac

Rhea-AI Summary

Seagate Technology Holdings (Nasdaq: STX) has completed the acquisition of Intevac Inc. through a cash tender offer and subsequent merger. The transaction, announced on February 13, 2025, valued Intevac shares at $4.00 per share in cash.

The tender offer expired on March 28, 2025, with approximately 87.95% of Intevac's outstanding shares (23,968,013 shares) being validly tendered. The merger was completed on March 31, 2025, making Intevac a wholly owned subsidiary of Seagate. Following the acquisition, Intevac shares ceased trading and were delisted from the Nasdaq Global Select Market.

Positive

• Strategic acquisition of thin-film processing systems supplier enhances Seagate's technology portfolio
• High shareholder acceptance with 87.95% shares tendered indicates strong support for the deal
• All-cash transaction provides immediate liquidity to Intevac shareholders

Negative

• Cash expenditure of approximately $95.87 million impacts Seagate's liquid assets
• Integration costs and potential operational challenges during merger implementation

Insights

M&A Strategy Analyst

Seagate's completed acquisition of Intevac represents a strategic vertical integration move that could strengthen its competitive position in the data storage market. The $4.00 per share cash transaction for Intevac, a thin-film processing systems supplier, secured nearly 88% shareholder participation, indicating strong support for the deal terms.

This acquisition highlights Seagate's focus on controlling key manufacturing technologies in its supply chain. By bringing thin-film processing capabilities in-house, Seagate can potentially reduce dependency on external suppliers while gaining greater control over a critical component of storage device manufacturing. The transaction transforms what was previously a vendor relationship into a fully integrated production capability.

The deal structure as a tender offer followed by merger is a standard approach for public company acquisitions, allowing Seagate to efficiently gain full ownership. With Intevac now delisted and operating as a wholly-owned subsidiary, Seagate can fully integrate these manufacturing capabilities without the governance complexities of operating a separate public entity.

While the announcement doesn't specify the total transaction value, this acquisition appears focused on technological capabilities rather than immediate revenue contribution, suggesting a long-term strategic investment in manufacturing competency rather than short-term financial gains.

Storage Technology Manufacturing Expert

Seagate's acquisition of Intevac provides the storage giant with specialized thin-film processing technology that plays a crucial role in hard disk drive manufacturing. Thin-film processes are fundamental to creating the magnetic media layers that enable high-density data storage on disk platters.

By acquiring this technology capability, Seagate gains several manufacturing advantages:

• Enhanced control over critical magnetic media production processes
• Potential for proprietary improvements to storage density and performance
• More streamlined production flow with reduced dependency on external suppliers
• Ability to more tightly integrate R&D between storage design and manufacturing technology

The storage industry continues to demand higher areal densities to compete with solid-state storage alternatives. Owning the thin-film deposition technology that creates these advanced magnetic media layers could allow Seagate to develop more specialized storage solutions with improved performance characteristics.

From a manufacturing perspective, this vertical integration model mirrors approaches taken by other technology hardware leaders who control critical production technologies. While integration challenges always exist when absorbing new manufacturing technologies, the strategic value of owning this capability likely outweighs the transition complexities.

FREMONT, Calif.--(BUSINESS WIRE)-- Seagate Technology Holdings plc (Nasdaq: STX) (“Seagate”), a leading innovator of mass-capacity data storage, announced today that it has completed the acquisition of Intevac, Inc. (Nasdaq: IVAC) (“Intevac”), a supplier of thin-film processing systems.

Completion of Tender Offer and Merger

The previously announced cash tender offer for all of the outstanding shares of common stock of Intevac for $4.00 per share, payable in cash at closing, without interest and subject to reduction for any applicable withholding taxes, by Irvine Acquisition Holdings, Inc. (“Merger Sub”), an indirect wholly owned subsidiary of Seagate, expired one minute after 11:59 p.m., Eastern Time, on March 28, 2025. Computershare, the depository agent for the tender offer, has advised Seagate that 23,968,013 Intevac shares, representing approximately 87.95% of the outstanding shares of Intevac common stock, were validly tendered pursuant to the tender offer and not properly withdrawn prior to the expiration time. All of the conditions to the consummation of the tender offer have been satisfied, and on March 31, 2025, Merger Sub accepted for payment, and will promptly pay for, all shares validly tendered pursuant to the tender offer and not properly withdrawn.

Following completion of the tender offer, Seagate completed the acquisition of Intevac on March 31, 2025 through a merger pursuant to the Agreement and Plan of Merger, dated as of February 13, 2025, by and among Seagate, Merger Sub and Intevac. In connection with the merger, each share of Intevac common stock (other than shares of common stock held by Intevac, Seagate, Merger Sub, any wholly owned subsidiary of Seagate (other than Merger Sub), any wholly owned subsidiary of Intevac or by stockholders of Intevac who have properly exercised and perfected their statutory rights of appraisal under Delaware law) has been converted automatically into the right to receive the same consideration payable pursuant to the tender offer of $4.00 per share, payable in cash at closing, without interest and subject to reduction for any applicable withholding taxes. Upon completion of the merger, Intevac became a wholly owned subsidiary of Seagate. Shares of Intevac ceased trading prior to the open of the market on March 31, 2025 and will be delisted from the Nasdaq Global Select Market.

Advisors

Wachtell, Lipton, Rosen & Katz is serving as legal advisor to Seagate.

Houlihan Lokey served as financial advisor to Intevac, and Wilson Sonsini Goodrich & Rosati, Professional Corporation served as legal advisor to Intevac.

About Seagate Technology

Seagate Technology is a leading innovator of mass-capacity data storage. We create breakthrough technology so you can confidently store your data and easily unlock its value. Founded over 45 years ago, Seagate has shipped over four billion terabytes of data capacity and offers a full portfolio of storage devices, systems, and services from edge to cloud. To learn more about how Seagate leads storage innovation, visit www.seagate.com and our blog, or follow us on X, Facebook, LinkedIn, and YouTube.

©2025 Seagate Technology LLC. All rights reserved. Seagate, Seagate Technology, Mozaic 3+, Exos, and the Spiral logo are trademarks or registered trademarks of Seagate Technology LLC in the United States and/or other countries. All other trademarks or registered trademarks are the property of their respective owners. When referring to drive capacity, one gigabyte, or GB, equals one billion bytes, one terabyte, or TB, equals one trillion bytes, and one exabyte, or EB, equals one quintillion bytes.

View source version on businesswire.com: https://www.businesswire.com/news/home/20250330889241/en/

Media Contact:

Karin Taylor (408) 772-8279

karin.h.taylor@seagate.com

Investor Relations Contact:

Shanye Hudson, (510) 661-1600

shanye.hudson@seagate.com

Source: Seagate Technology Holdings plc

FAQ

What is the total value of Seagate's acquisition of Intevac (STX) in 2025?

Seagate acquired Intevac at $4.00 per share in cash, with 23,968,013 shares tendered, representing approximately $95.87 million for the tendered shares.

When did Seagate (STX) complete the Intevac acquisition?

Seagate completed the acquisition of Intevac on March 31, 2025, following the tender offer expiration on March 28, 2025.

What percentage of Intevac shares were tendered in the Seagate (STX) acquisition?

87.95% of Intevac's outstanding shares (23,968,013 shares) were validly tendered in the acquisition.

What happens to remaining Intevac shareholders after Seagate's (STX) acquisition?

Remaining shares were automatically converted to the right to receive $4.00 per share in cash, except for shares eligible for appraisal rights under Delaware law.