The acquisition provides a clear floor for GPRO shares near the implied value of $1.14 cash plus 0.1 shares of the surviving entity. Monitor for stockholder vote and HSR clearance; any competing bid or regulatory delay could alter the timeline. The $10M termination fee is modest relative to the deal size, suggesting a low break-up risk.
Price Chart
Executive Summary
GoPro has entered into a definitive merger agreement to be acquired by Action Acquisitions LLC, a vehicle backed by Midtown Equities LLC. Under the terms, each GoPro share will be converted into 0.1 shares of the surviving corporation's common stock and $1.14 in cash, implying a total equity value of roughly $250M based on the ~206M fully diluted shares. The deal requires stockholder approval, HSR clearance, and is expected to close by December 31, 2026, with a $10M termination fee payable by GoPro under certain circumstances.
Key Financial Metrics
Key Facts
- GoPro entered into a definitive merger agreement with Action Acquisitions LLC (backed by Midtown Equities LLC) on September 1, 2026.
- Each share of GoPro common stock will be converted into 0.1 shares of surviving corporation common stock plus $1.14 in cash.
- The deal requires stockholder approval, HSR clearance, and no material adverse effect on GoPro.
- GoPro's board unanimously approved the merger and recommends stockholders adopt the agreement.
- A $10M termination fee is payable by GoPro under certain circumstances, including to accept a superior proposal.
- Midtown Equities LLC has committed equity funding to Parent for the merger.
- The outside date for closing is December 31, 2026.
Financial Impact
Total equity value approximately $250M based on ~206M fully diluted shares at $1.14 cash + 0.1 shares of surviving company stock per share
Risk Factors
- Stockholder vote may not approve the merger
- HSR review could delay or block the transaction
- A superior proposal could emerge, triggering GoPro's termination fee
- GoPro's business performance could deteriorate, potentially affecting the closing conditions
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 5 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0001628280-26-060181 |
| Document: gpro-20260901.htm | 0001628280-26-060181 |
| Document: 0001628280-26-060181-index-headers.html | 0001628280-26-060181 |
| Document: 0001628280-26-060181-index.html | 0001628280-26-060181 |
| Document: 0001628280-26-060181.txt | 0001628280-26-060181 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 20, 2026 6d ago | DEFA14A | $1.07 | awaiting T+5 | — | $1.03 (−3.29%) |
Oct 19, 2026 7d ago | DEFA14A | $1.04 $1.03 | ▼ −0.96% | ▼ −0.82% | $1.03 (−0.96%) |
Oct 19, 2026 7d ago | Press Release | $1.04 $1.03 | ▲ +0.96% | ▲ +0.82% | $1.03 (+0.96%) |
Oct 19, 2026 7d ago | PREM14A | $1.04 $1.03 | ▼ −0.96% | ▼ −0.82% | $1.03 (−0.96%) |
Oct 19, 2026 7d ago | 10-Q/A | $1.04 $1.03 | ▲ +0.96% | ▲ +0.82% | $1.03 (+0.96%) |
Oct 19, 2026 7d ago | 10-Q/A | $1.04 $1.03 | ▲ +0.96% | ▲ +0.82% | $1.03 (+0.96%) |
Oct 19, 2026 7d ago | 10-K/A | $1.04 $1.03 | ▲ +0.96% | ▲ +0.82% | $1.03 (+0.96%) |
Oct 16, 2026 10d ago | 8-K | $1.04 $1.03 | ▲ +0.96% | ▲ +0.82% | $1.03 (+0.96%) |
Sep 22, 2026 4w ago | Institutional Cluster | $1.27 $1.33 | ▲ +4.33% | ▲ +5.52% | $1.03 (−18.90%) |
Sep 2, 2026 7w ago | 8-K | $1.39 $1.38 | ▼ −0.72% | ▲ +0.43% | $1.03 (−25.90%) |
US Market Status
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