Intevac Completes Merger with Seagate Technology Subsidiary

Intevac Inc. (NASDAQ:IVAC), a machinery company with a market capitalization of $108.54 million and a strong financial health rating according to InvestingPro, announced today that it has completed its previously disclosed merger with Seagate Technology Holdings plc’s subsidiary, Irvine Acquisition Holdings, Inc. The transaction resulted in Intevac becoming an indirect wholly owned subsidiary of Seagate Technology.

The merger followed the successful tender offer by Irvine Acquisition Holdings, which commenced on March 3, 2025, to acquire all outstanding shares of Intevac’s common stock for $4.00 per share in cash. The offer concluded on March 28, 2025, with approximately 87.95% of Intevac’s shares tendered. Prior to the merger, Intevac maintained a solid financial position with a current ratio of 4.57, indicating strong liquidity. On March 31, 2025, the shares were accepted for payment, and the merger was executed under Section 251(h) of the Delaware General Corporation Law, eliminating the need for a stockholder vote.

In addition to the merger, Intevac paid its regular quarterly dividend of $0.05 per share on March 13, 2025, and a special dividend of $0.052 per share on March 28, 2025. The company had maintained an attractive dividend yield of 5.01% before the merger, as reported by InvestingPro, which offers comprehensive analysis of over 1,400 US stocks through its detailed Pro Research Reports.

With the completion of the merger, Intevac’s common stock will be delisted from the Nasdaq Global Select Market. The company, which held more cash than debt on its balance sheet and demonstrated strong return over the last three months according to InvestingPro analysis, has notified Nasdaq to halt trading, delist the common stock, and has initiated the process to deregister the shares and suspend its reporting obligations.

The merger agreement also led to changes in Intevac’s board of directors and executive officers. The entire board resigned effective as of the merger, and James C. Lee, previously the sole director of Irvine Acquisition Holdings, became the sole director of Intevac. Following the merger, all incumbent officers of Intevac were removed, and new officers were appointed, including James C. Lee as President and Johnny Choi as Secretary.

The company’s certificate of incorporation and by-laws were amended and restated as part of the merger process, effective on the merger date.

This transaction was funded through Seagate Technology’s cash on hand. The details of the merger and related financial arrangements were disclosed in an 8-K filing with the SEC, based on a press release statement.

In other recent news, Seagate Technology Holdings has agreed to acquire Intevac for $4.00 per share in an all-cash transaction. This acquisition, valued at approximately $119 million including dividends, is expected to close in late March or early April 2025, subject to customary closing conditions. Intevac shareholders will receive a total consideration of $4.102 per share, which includes a special dividend of $0.052 per share and a regular quarterly dividend of $0.05 per share. The deal has been unanimously approved by Intevac’s Board of Directors, and two of its largest shareholders have agreed to support the transaction. Seagate anticipates that this acquisition will be accretive to its non-GAAP earnings per share over the long term. The acquisition follows Intevac’s decision to explore strategic alternatives and has led to the cancellation of its previously scheduled earnings call. Legal and financial advisors are involved in the transaction, with Houlihan Lokey (NYSE:HLI) and Wilson Sonsini Goodrich & Rosati advising Intevac and Wachtell, Lipton, Rosen & Katz advising Seagate.

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