Varex Imaging to be acquired by Teledyne for $18.90 per share

What happened

Varex Imaging Corp., a Salt Lake City-based maker of X-ray imaging components, announced on August 10, 2026, that it has entered into a definitive agreement to be acquired by Teledyne Technologies Incorporated. The transaction will be carried out through a merger in which a wholly owned subsidiary of Teledyne will merge with and into Varex, leaving Varex as a wholly owned subsidiary of Teledyne.

Under the terms of the merger agreement, each share of Varex common stock will be converted into the right to receive $18.90 in cash, without interest. Varex's board of directors unanimously approved the agreement and recommended that stockholders adopt it.

The transaction is expected to close in early 2027, subject to stockholder approval, regulatory clearances, and other customary closing conditions. The merger is not conditioned on financing. Following the close, Varex shares will be delisted from the Nasdaq Global Select Market and deregistered under the Securities Exchange Act.

What this means

This is a cash acquisition: Varex stockholders will receive a fixed amount of cash per share—$18.90—rather than stock in the acquirer. The price represents a premium, though the filing does not state the exact premium over the prior closing price. On the last trading day before the announcement, Varex stock closed at $18.46, and the merger consideration is about 2.4% higher.

The deal includes standard protections for Teledyne. Varex is subject to a 'no-shop' restriction, meaning it cannot actively solicit other buyers. However, Varex's board may consider unsolicited offers it deems superior, and if Varex terminates the agreement to accept a better offer, it must pay Teledyne a termination fee of $25.3 million.

Varex's equity compensation—stock options, restricted stock units, and performance stock units—will be cashed out at the merger price for in-the-money awards, with unvested awards vesting on an accelerated basis. The company's employee stock purchase plan will be curtailed and eventually terminated.

8-K is the SEC form used to announce major corporate events. Item 1.01 reports entry into a material agreement—here, the merger agreement. Item 5.02 covers officer/director changes (not detailed in the filing), and Item 7.01 is for Regulation FD disclosure. The proxy statement describing the deal in detail will be filed within 30 days, and stockholders will vote on the merger at a special meeting.