indie Semiconductor to acquire CMOS image sensor line

indie Semiconductor plans to expand its automotive and industrial sensing business by acquiring the CMOS image sensor operation of ams‑OSRAM AG.

Rhea-AI Filing Summary

indie Semiconductor plans to expand its automotive and industrial sensing business by acquiring the CMOS image sensor operation of ams‑OSRAM AG. The deal, executed through wholly owned subsidiary Ay Dee Kay Ltd. in Scotland, values the business at 40.0 million EUR, or approximately $47.1 million based on the May 7, 2026 exchange rate.

The consideration includes a 35.0 million EUR cash payment at closing, subject to working capital and other customary adjustments, plus a 5.0 million EUR vendor debt note bearing 2.5% annual interest and payable 24 months after closing. The acquired portfolio of image sensors, IP, and designs in Belgium and Portugal is intended to strengthen indie’s multimodal ADAS sensing capabilities across radar, vision, LiDAR, and ultrasonic, and support expansion into physical AI applications such as humanoid robots and industrial automation.

The transaction is subject to customary closing conditions, including regulatory approvals, and is expected to close in the third quarter of 2026. The company states the acquisition is expected to be immediately accretive upon closing.

Insights

Semiconductor M&A and strategy analyst

indie is using a bolt-on sensor acquisition to deepen ADAS and industrial AI capabilities.

indie Semiconductor agreed to acquire the fabless CMOS image sensor group of ams‑OSRAM for 40.0 million EUR, via cash and a vendor note. This brings established image sensor products, IP, and design teams in Belgium and Portugal into indie’s platform.

Management highlights strategic fit with its ADAS and industrial portfolios, emphasizing multimodal sensing across radar, vision, LiDAR, and ultrasonic, plus new exposure to “physical AI” uses like humanoid robots and cobots. The structure—35.0 million EUR upfront and a 5.0 million EUR note at 2.5% interest—spreads cash outlay over time.

The deal remains subject to regulatory approvals and other customary conditions and is targeted to close in Q3 2026. The company characterizes the transaction as “immediately accretive” after closing, so subsequent filings and post‑close results will clarify how this business contributes to revenue and profitability.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Acquisition consideration: 40.0 million EUR (approx. $47.1 million) Cash at closing: 35.0 million EUR Vendor debt note: 5.0 million EUR +4 more

7 metrics

Acquisition consideration 40.0 million EUR (approx. $47.1 million) Aggregate consideration for CMOS image sensor business

Cash at closing 35.0 million EUR Cash portion of purchase price at closing, subject to adjustments

Vendor debt note 5.0 million EUR Note provided by ams‑OSRAM as part of consideration

Vendor note interest rate 2.5% per annum Simple interest on 5.0 million EUR vendor note

Vendor note maturity 24 months after closing Repayment timing for the vendor debt note

Forecast image sensor market size Over $40 billion Global image sensor market by 2030, per Research and Markets

Expected closing period Q3 2026 Targeted closing for the acquisition, subject to approvals

Key Terms

CMOS image sensor, vendor debt note, multimodal sensing, physical artificial intelligence (AI), +2 more

6 terms

CMOS image sensor technical

"acquire the CMOS image sensor business of ams-OSRAM (the “CMOS Business”)"

A CMOS image sensor is a tiny electronic 'eye' made from semiconductor chips that converts light into digital signals for cameras and optical systems. It sits in phones, security cameras, cars, medical devices and industrial gear; like a film-to-digital converter, its size, sensitivity and power use shape image quality and battery life. Investors care because sensor performance, production costs, and supply constraints affect product demand, margins and competitive position across multiple industries.

vendor debt note financial

"a 5.0 million EUR vendor debt note provided by ams-OSRAM"

A vendor debt note is a written promise that records money owed between a seller (vendor) and a buyer when payment for goods, services, or an acquisition is delayed or partly financed by the seller. For investors it matters because it creates a formal liability and credit exposure: the note affects a company’s balance sheet, cash flow timing and credit risk much like an IOU from a supplier, so its size, terms and collectability can change a business’s financial health and valuation.

multimodal sensing technical

"further strengthens the Company’s multimodal sensing capabilities across radar, vision, LiDAR, and ultrasonic"

Multimodal sensing is the use of two or more different types of sensors or data streams—such as cameras, microphones, chemical detectors, or physiological monitors—together to detect and interpret events or conditions more reliably than any single sensor could. For investors it matters because combining modes typically improves product accuracy, reduces false alarms, and creates higher barriers to entry and regulatory robustness, much like using sight and hearing together gives a clearer picture than relying on one sense alone.

physical artificial intelligence (AI) technical

"applications for a broad range of industrial, automation, and physical artificial intelligence (AI) applications"

Physical artificial intelligence (AI) is intelligence software built into real-world machines and devices—like robots, drones, factory equipment or smart sensors—that lets them learn from their surroundings and adapt behavior without human instruction. For investors, it matters because these systems can boost productivity, cut operating costs and create new product advantages, similar to how a self-driving car can improve efficiency compared with a human driver, while also introducing new technical and regulatory risks.

forward-looking statements regulatory

"This communication contains “forward-looking statements”"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

customary closing conditions regulatory

"The transaction is subject to customary closing conditions, including regulatory approvals."

"Customary closing conditions" are standard rules or checks that must be met before a business deal can be finalized, like making sure all paperwork is in order or that certain approvals are obtained. They matter because they help protect both parties, ensuring everything is in place and reducing the risk of surprises or problems after the deal is closed.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What acquisition did indie Semiconductor (INDI) announce in this 8-K filing?

indie Semiconductor agreed to acquire the fabless CMOS image sensor business of ams OSRAM AG. The deal covers products, IP, and designs with primary operations in Belgium and Portugal, adding intelligent CMOS image sensors for automotive ADAS, industrial automation, and physical AI applications.

How much is indie Semiconductor paying for the ams OSRAM CMOS image sensor business?

The aggregate consideration is 40.0 million EUR, or about $47.1 million based on the May 7, 2026 exchange rate. This includes a 35.0 million EUR cash payment at closing, subject to adjustments, plus a 5.0 million EUR vendor debt note from ams OSRAM.

What are the payment terms for indie Semiconductor’s acquisition from ams OSRAM?

The transaction uses a mixed cash and vendor note structure. indie will pay 35.0 million EUR in cash at closing, subject to net working capital and other adjustments, and issue a 5.0 million EUR vendor debt note with 2.5% simple annual interest, payable 24 months after closing.

When is indie Semiconductor’s acquisition of the CMOS image sensor business expected to close?

The acquisition is expected to close in the third quarter of 2026. Completion depends on customary closing conditions, including required regulatory approvals. Until those conditions are satisfied, the CMOS image sensor business remains under ams OSRAM’s ownership.

How does the CMOS image sensor acquisition support indie Semiconductor’s ADAS strategy?

The acquired CMOS image sensor products align with indie’s ADAS sensing roadmap. Management states the portfolio strengthens multimodal sensing across radar, vision, LiDAR, and ultrasonic, broadening offerings for autonomous vehicles, humanoid robots, cobots, and other physical AI platforms.

Is indie Semiconductor’s acquisition of the CMOS image sensor business expected to be accretive?

indie states the transaction is expected to be immediately accretive. That means management anticipates the acquired business will enhance financial performance after closing, although specific revenue or earnings contributions are not quantified in this disclosure.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Understanding 8-K Material Events →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 05/11/2026 - 04:35 PM Learn about SEC filing dates

0001841925false00018419252026-05-082026-05-08

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 08, 2026

indie Semiconductor, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware			001-40481	88-1735159
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
32 Journey
Aliso Viejo, California				92656
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: (949) 608-0854

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☒Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Class A common stock, par value $0.0001 per share		INDI		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events.

On May 8, 2026, Ay Dee Kay Ltd., a private limited company incorporated under the laws of Scotland and a wholly-owned subsidiary of the Company (“indie UK”) entered into a Master Agreement on the Sale and Purchase of the CMOS Imaging Sensor Business (“Purchase Agreement”) with ams-OSRAM AG (“ams-OSRAM”), pursuant to which indie UK has agreed to acquire the CMOS image sensor business of ams-OSRAM (the “CMOS Business”) through the acquisition of all outstanding shares of ams Sensor Belgium B.V., a wholly-owned subsidiary of ams-OSRAM, and the purchase of assets and assumption of liabilities exclusively related to the CMOS Business (the “Acquisition”). indie Semiconductor, Inc. (the "Company") is party to the Purchase Agreement as a guarantor of indie UK.

Pursuant to the Purchase Agreement, the aggregate consideration for the Acquisition is 40.0 million EUR (or approximately $47.1 million based on the exchange rate in effect on May 7, 2026), consisting of: (i) a cash payment of 35.0 million EUR at closing, subject to adjustments, including net working capital adjustments; and (ii) a 5.0 million EUR vendor debt note provided by ams-OSRAM, with simple interest of 2.5% per annum, payable 24 months after the closing of the Acquisition.

The Acquisition is subject to customary closing conditions, including regulatory approvals, and is expected to close in the third quarter of 2026.

On May 11, 2026, the Company issued a press release announcing the signing of the Purchase Agreement. A copy of the press release is attached as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
99.1		Press release of the Registrant dated May 11, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	INDIE SEMICONDUCTOR, INC.
May 11, 2026	By:	/s/ Naixi Wu
		Name:	Naixi Wu
		Title:	Chief Financial Officer
			(Principal Financial Officer and Principal Accounting Officer)

Exhibit 99.1

indie to Acquire CMOS Image Sensor Product Line from ams OSRAM

Augments indie’s ADAS Portfolio and Supports Expansion into Physical AI

ALISO VIEJO, California, May 11, 2026 - indie Semiconductor (Nasdaq: INDI), an automotive solutions innovator, has announced the signing of a definitive agreement to acquire the fabless CMOS image sensor group from ams OSRAM AG for a total consideration of 40 million euros.

With primary operations in Belgium and Portugal, this product line includes intelligent, high‑performance CMOS image sensors for a broad range of industrial, automation, and physical artificial intelligence (AI) applications. This portfolio of products, IP, and designs aligns with indie’s automotive ADAS sensing solutions and further strengthens the Company’s multimodal sensing capabilities across radar, vision, LiDAR, and ultrasonic.

“By integrating ams’ CMOS imagers with our sensor‑fusion hardware and perception software, we’re able to deliver unparalleled sensing systems for next‑generation autonomous machines, including emerging applications such as humanoid robots, cobots, and AMRs,” said Mark Tyndall, executive vice president of corporate development and investor relations at indie. “This unique carve-out extends our position in sensor‑fusion technology and significantly expands our portfolio of GaN SLED light‑source solutions. Together, these technologies broaden our offerings, opens new customer opportunities, and positions indie to capture a larger share of the rapidly emerging physical AI market.”

Image sensors are a key component of sensor-rich platforms within high-performance visual applications such as humanoids, cobots, and industrial automation. As noted by Research and Markets, the image sensor market is forecasted to grow to over $40 billion by 2030. This market growth is being driven by rising autonomy, safety regulations, and increased adoption of AI-based vision ADAS systems, as well as applications that require multimodal sensing, low-latency, and high-resolution.

The consideration includes a cash payment of 35 million euros paid at closing, and a 5 million euros vendor debt note provided by ams OSRAM. The transaction is subject to customary closing conditions, including regulatory approvals. It is expected to close in the third quarter of 2026 and be immediately accretive.

About indie

Headquartered in Aliso Viejo, CA, indie is empowering the automotive revolution with next-generation semiconductors, photonics, and perception software platforms. We focus on developing innovative, high-performance, and energy-efficient mixed-signal SoCs and system solutions for ADAS and adjacent industrial applications, including humanoid robotics, and quantum technology. Our sensors span all major modalities (Radar, Computer Vision, LiDAR, and Ultrasound), accelerating the proliferation of automated vehicle safety and sensing features. As a global innovator, we are an approved vendor to Tier 1 partners, and our solutions can be found in marquee automotive OEMs worldwide.

Please visit us at www.indie.inc to learn more.

#indieSemi_Corporate

Safe Harbor Statement

This communication contains “forward-looking statements” (including within the meaning of Section 21E of the United States Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended). Such statements can be identified by words such as “will likely result,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” “plan,” “project,” “outlook,” “should,” “could,” “may” or words of similar meaning and include, but are not limited to, statements regarding the time to close the acquisition of the fabless CMOS image sensor group from ams OSRAM AG (the “Acquisition”), statements regarding the benefits and synergies of the Acquisition, including, our belief we will align the portfolio of products with our automotive ADAS sensing solutions to further strengthen our multimodal sensing capabilities across radar, vision, LiDAR, and ultrasonic, our ability to integrate the acquired CMOS sensors with our sensor‑fusion hardware and perception software to deliver sensing systems for next‑generation autonomous machines and extend our position in sensor‑fusion technology and expand our GaN SLED light‑source solutions, positioning indie to capture a larger share of the physical AI market. Such forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond our control. Actual results and the timing of events may differ materially from the results included in such forward-looking statements. In addition to the factors previously disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 filed with the SEC on February 27, 2026, as supplemented by our Quarterly Reports on Form 10-Q and in our other public reports filed with the SEC (including those identified under “Risk Factors” therein), the following factors, among others, could cause actual results and the timing of events to differ materially from the anticipated results or other expectations expressed in the forward-looking statements: macroeconomic conditions, including inflation, rising interest rates and volatility in the credit and financial markets, our reliance on contract manufacturing and outsourced supply chain and the availability of semiconductors and manufacturing capacity; competitive products and pricing pressures; our ability to win competitive bid selection processes and achieve additional design wins; the impact of the pending sale of our entire equity interest in Wuxi indie Microelectronics Technology Co., Ltd. and any potential adverse effects of such sale on our business, financial condition, operating results and stock price; the impact of recent acquisitions made and any other acquisitions we may make, including our ability to successfully integrate acquired businesses and risks that the anticipated benefits of any acquisitions may not be fully realized or take longer to realize than expected; our ability to develop, market and gain acceptance for new and enhanced products and expand into new technologies and markets; current and potential trade restrictions and trade tensions, including trade and tariff actions taken or proposed by the US government affecting the countries where we operate; and political or economic instability in our target markets. All forward-looking statements in this press release are expressly qualified in their entirety by the foregoing cautionary statements.

Investors are cautioned not to place undue reliance on the forward-looking statements in this press release, which information set forth herein speaks only as of the date hereof. We do not undertake, and we expressly disclaim, any intention or obligation to update any forward-looking statements made in this announcement

or in our other public filings, whether as a result of new information, future events or otherwise, except as required by law.

Investor Relations

ir@indie.inc

Source: indie Semiconductor

Filing Exhibits & Attachments

2 documents

Press Releases

• EX-99.1 EX-99.1 21.2 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA WITH EMBEDDED LINKBASES DOCUMENT 23.3 KB