March 11, 2019
NVIDIA and Mellanox have announced that the companies have reached a definitive agreement under which NVIDIA will acquire Mellanox. Pursuant to the agreement, NVIDIA will acquire all of the issued and outstanding common shares of Mellanox for US$125 per share in cash, representing a total enterprise value of approximately US$6.9 billion. Once complete, the combination is expected to be immediately accretive to NVIDIA’s non-GAAP gross margin, non-GAAP earnings per share and free cash flow.
Latham & Watkins LLP represents Mellanox in the transaction with a corporate deal team led by Silicon Valley partners Alan Mendelson, Josh Dubofsky, and Mark Roeder with associates Saad Khanani, Matt Bedrossian, and Michelle Lu. Advice was also provided on antitrust matters by Brussels partner Josh Holian with associate Giuditta Caldini; on benefits and compensation matters by Silicon Valley partner Jay Metz with San Francisco associate Brianna Stellpflug; on technology transaction matters by Silicon Valley partner Tony Klein with associate Arielle Singh; on tax matters by San Francisco partner Kirt Switzer with associate Jessica Chen. Additional advice was provided by Tel Aviv partner Joshua Kiernan.