GoPro, Inc. and privately held optical-photonics company Starman Optical, Inc. announced a definitive merger agreement on September 1, 2026. The deal recapitalizes GoPro, wipes out its debt, and repositions the 24-year-old camera maker toward AI infrastructure, government, and defense markets while it continues operating its consumer camera and subscription business.
GoPro stock price 1st September 2026
Deal Terms
Cash payment to shareholders: $285 million aggregate, or $1.14 per share, subject to adjustment based on GoPro’s net working capital at closingShareholder ownership post-merger: GoPro shareholders retain approximately 10% of the combined companyDebt repayment: GoPro’s approximately $92 million in outstanding debt will be repaid in full at closingListing status: The combined company remains publicly listed on NasdaqExpected close: Year-end 2026, pending regulatory approval and a GoPro stockholder voteAdvisors: Houlihan Lokey, Inc. (financial advisor, fairness opinion to GoPro); Fenwick & West LLP (legal counsel to GoPro)
The transaction has been approved by both companies’ boards.
Here is the full press release issue by GoPro:
NEW YORK and SAN MATEO, Calif., Sept. 1, 2026 /PRNewswire/ — GoPro, Inc. (NASDAQ: GPRO) and Starman Optical, Inc. (“Starman”), a privately held optical-photonics company, today announced that they have entered into a definitive merger agreement. In connection with the proposed transaction, GoPro shareholders will receive an aggregate cash payment of $285 million, or $1.14 per share, subject to potential adjustment based on GoPro’s net working capital at closing and will maintain ownership of approximately 10% of the outstanding shares of the Company. GoPro’s outstanding debt of approximately $92 million will be repaid in full at closing, resulting in a clean, substantially debt-free balance sheet.
Over the past 24 years, GoPro has developed industry-leading imaging solutions featuring innovative, advanced optics, market-defining technology and an associated IP portfolio of more than 2500 U.S. patents. The merger intends to maximize the value of GoPro’s IP and growth potential in consumer, commercial and defense markets by recapitalizing the company, strengthening its balance sheet, investing in growth and onshoring the manufacturing of products for strategic markets.
GoPro will remain a publicly listed company and will continue to fully support its existing consumer products and its subscription and cloud platform while investing in growth and a broader, diversified product roadmap. Starman’s U.S.-made optical transceivers are expected to be added to GoPro’s portfolio, extending the Company’s reach into the large and rapidly growing market for AI infrastructure in optical transceivers.
Following the transaction closing, the combined company also intends to leverage its IP, optics and imaging capabilities across defense, government, robotics and aerospace markets, building on demand for U.S.-made solutions.
“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,” said Charles Tebele, Chief Executive Officer of Starman Holding. “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. Together, we intend to bring production of these critical components back to the United States.”
“We expect this merger 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. We’re excited to combine with the Starman team to capitalize on this opportunity and play an important role in America’s future,” said Nicholas Woodman, Founder and CEO of GoPro.
The transaction has been approved by GoPro’s Board of Directors and by the Board of Starman. It is expected to close by year-end 2026, subject to regulatory approvals and other customary closing conditions, including approval by GoPro’s stockholders.
GoPro plans to provide additional information regarding the transaction upon closing.
Houlihan Lokey, Inc. is acting as financial advisor and has provided a fairness opinion to GoPro, and Fenwick & West LLP is serving as legal counsel to GoPro.
What Starman Brings
Starman Optical is a U.S.-based optical-photonics company that develops and domestically manufactures optical transceivers through its Starman New Photonics business. It’s a subsidiary of Starman Holding, a diversified holding company with technology, consumer brand, and optical photonics interests. Under the deal, Starman’s U.S.-made transceivers get folded into GoPro’s portfolio, giving the combined company a footing in the optical transceiver market that supports AI data center infrastructure. Starman CEO Charles Tebele said the combination creates a unique opportunity to bring production of these components back to the United States.
GoPro brings a 2,500-plus U.S. patent portfolio built over its 24-year history in imaging and optics. Founder and CEO Nicholas Woodman said the merger positions GoPro to compete across consumer, commercial, and defense markets as an American imaging and optical solutions company.
GoPro’s Consumer Business Continues
GoPro says it will keep supporting its existing consumer camera lineup — HERO and MAX — along with its subscription and cloud platform, while adding a broader, diversified product roadmap. Nothing in the press release indicates a wind-down of the consumer camera line; the stated plan is to layer the Starman transceiver business and defense/aerospace ambitions on top of the existing business, not replace it.
Market Reaction
GoPro shares jumped 47% on the news Tuesday, trading as high as $1.58 after opening around $1.26. The deal follows a report that GoPro had been weighing a shift from consumer cameras toward defense technology in the months prior, and comes days after YouTuber Mark Fischbach (Markiplier) disclosed an 8.5% stake in GoPro, making him the company’s largest single shareholder.
What Happens Next
GoPro intends to file a proxy statement with the SEC covering the transaction; that filing, along with other materials, will be posted to GoPro’s investor site and the SEC’s website once available. Closing requires GoPro stockholder approval and customary regulatory sign-off, with both companies targeting year-end 2026.
GoPro has declined in market share over the years with heavy competition in the action camera market. A shift in direction makes sense to help become more profitable; however, we could see GoPro abandon or reduce innovation in the consumer action camera market.