GoPro, Inc. (NASDAQ: GPRO) and privately held optical-photonics company Starman Optical, Inc. have announced a definitive merger agreement as of September 1, 2026. Under the terms of the deal, GoPro shareholders will receive an aggregate cash payment of $285 million, or $1.14 per share, subject to adjustment based on net working capital at closing. Shareholders will retain approximately 10% of outstanding shares in the combined company, while Starman Optical will acquire a 90% stake in the action camera maker. The transaction has been approved by the boards of both companies and is expected to close by year-end 2026, subject to regulatory approvals, GoPro stockholder approval, and other customary conditions. Houlihan Lokey, Inc. is serving as financial advisor to GoPro and has provided a fairness opinion, while Fenwick & West LLP is acting as legal counsel to GoPro.
GoPro shares experienced a dramatic surge, currently trading at $1.48, up 68.91% following the merger announcement. This represents a significant increase from the previous rally of 47% when the deal was first announced. The stock price has now reached levels above the $1.14-per-share offer price, demonstrating strong market confidence in the strategic combination. The company currently has approximately $92 million of outstanding debt that will be repaid through this transaction, providing substantial financial relief to the action camera maker. Notably, YouTuber Markiplier had recently revealed he had amassed an 8.5% stake in GoPro, which appears to still be in the cards as the company moves forward with the merger.
According to the joint company statement, the deal aims to position consumer-reliant GoPro to capitalize on its more than 2,500 U.S. patents in optics and imaging solutions by tapping commercial, defense and AI markets. Starman will add its optical transceivers - components that enable networking equipment to send data using light - to GoPro's portfolio. The combined company will remain publicly listed on the Nasdaq and plans to expand beyond consumer cameras into AI data-center infrastructure, government, defense and aerospace applications. GoPro will "fully support" its existing consumer products while "investing in growth and a broader, diversified product roadmap." Unlike some companies that have pivoted to AI, GoPro will continue with its consumer business while exploring new market opportunities. The merger creates a unique opportunity to bring production of critical optical components back to the United States, as stated by Charles Tebele, CEO of Starman Holdings, who noted that "Advanced optics and imaging are essential to AI, national security, and the broader economy, yet much of the critical hardware supporting these technologies continues to be manufactured overseas."
GoPro has faced significant challenges in recent years, with revenue in the June quarter down more than 80% from its peak of $633.91 million in the last three months of 2014. As reported by The Economic Times, the company has struggled with mounting competition from Chinese rivals such as DJI and Insta 360. Recent surges in memory chip prices driven by Big Tech's AI infrastructure buildout have added additional pressure, forcing the company to warn of substantial doubt about its future in June. GoPro went public in 2014 when its action cameras were selling millions of units per year, but in the decade since, the company tried branching into new categories like drones and 360-degree cameras, but it didn't find much luck with either. The company then refocused on high-performing versions of its action cameras, keeping them targeted at pros, prosumers and athletes, but it had to conduct multiple rounds of layoffs as it narrowed the business. In June, GoPro warned shareholders that it may go out of business without new funding, prompting founder and CEO Nick Woodman to put $20 million into the business to keep operations going.
Starman Optical, incorporated in Delaware on August 31, is part of Starman Holding, which owns consumer tech brands like Incase, Incipio, and Griffin. Starman New Photonics, created in 2025, is building a manufacturing facility in New Jersey and focuses on "the development and domestic manufacturing of optical transceivers and related photonics technologies." The company bills itself as an "optical-photonics company focused on the development and domestic manufacturing of optical transceivers and related photonics technologies through its Starman New Photonics business." CEO Charles Tebele of Starman Holdings emphasized that "The combination of GoPro's world-class optical expertise and intellectual property with Starman's advanced transceiver capabilities and U.S. manufacturing platform creates a unique opportunity." The merger is expected to enable GoPro to grow across consumer, commercial and defense markets as a leading American imaging and optical solutions company, addressing important areas of national security related to cameras, optics and AI infrastructure. Nicholas Woodman, Founder and CEO of GoPro, said the merger is expected to allow GoPro "to grow across consumer, commercial and defense markets as a leading American imaging and optical solutions company."
