Masimo (NASDAQ: MASI) closes $350M sale of Sound United audio business
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Masimo Corporation has completed the sale of its consumer audio business, Sound United, to Harman International Industries. The transaction was carried out through the sale of all equity interests in Viper Holdings Corporation, which owns and operates Sound United.
The deal was based on an aggregate purchase price of $350,000,000 in cash, subject to certain adjustments. At closing on September 23, 2025, Masimo received approximately $328,000,000 in cash, which remains subject to post-closing adjustments under the Stock Purchase Agreement. Masimo also issued a press release announcing the closing.
Positive
- Completion of $350,000,000 divestiture: Masimo closed the cash sale of its consumer audio business, Sound United, to Harman International Industries, receiving approximately $328,000,000 at closing, which strengthens its cash position and exits a non-core segment.
- Strategic portfolio simplification: By selling all equity interests in Viper Holdings Corporation, Masimo fully divests its consumer audio operations, potentially enabling greater management focus on its remaining core businesses.
Negative
- None.
Insights
Masimo monetizes its consumer audio unit for significant cash proceeds.
Masimo completed the divestiture of its consumer audio business, Sound United, by selling all equity in Viper Holdings Corporation to Harman International Industries. The transaction was structured for an aggregate cash purchase price of $350,000,000, subject to adjustments.
At closing on September 23, 2025, Masimo received approximately $328,000,000 in cash, with final amounts still subject to post-closing adjustments under the Stock Purchase Agreement. This represents a sizable cash inflow and a strategic exit from the consumer audio segment.
The shift away from the consumer audio business may allow greater focus on Masimo’s remaining operations, while the cash proceeds enhance financial flexibility. Future disclosures in company filings and the referenced press release may provide more detail on the financial impact and allocation of this capital.
8-K Event Classification
3 items: 2.01, 7.01, 9.01
3 items
Item 2.01
Completion of Acquisition or Disposition of Assets
Financial
The company completed a significant acquisition or sale of business assets.
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
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
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 23, 2025
(Exact name of registrant as specified in its charter)
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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: | |||||
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| 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). | |||||||||||||||||
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| 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 2.01. | Completion of Acquisition or Disposition of Assets. | ||||
As previously disclosed, on May 6, 2025, Masimo Corporation (the “Company”) entered into a definitive Stock Purchase Agreement (the “Agreement”) with Harman International Industries, Incorporated, a Delaware corporation (“Buyer”), pursuant to which the Company agreed to sell and transfer to Buyer all of the Company’s equity interests in Viper Holdings Corporation, a Delaware corporation (together with its subsidiaries, “Sound United”), which owns and operates the Company’s consumer audio business, for an aggregate purchase price of $350,000,000 in cash, subject to certain adjustments (the “Transaction”). On September 23, 2025, the Company completed the Transaction.
At the closing of the Transaction, the Company received consideration of approximately $328,000,000 in cash, which is subject to certain post-closing adjustments pursuant to the Agreement.
The foregoing description of the terms of the Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Agreement, which was included as Exhibit 10.1 to the Current Report on Form 8-K/A filed by the Company on May 7, 2025, and is incorporated herein by reference.
| Item 7.01. | Regulation FD Disclosure. | ||||
On September 23, 2025, the Company published a press release announcing the closing of the Transaction. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in this Item 7.01 and Exhibit 99.1 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any registration statement or other filing under the Securities Act of 1933, as amended, or the Exchange Act, except in the event that the Company expressly states that such information is to be considered filed under the Exchange Act or incorporates it by specific reference in such filing.
| Cautionary Statement Concerning Forward-Looking Statements | |||||
This Current Report on Form 8-K and the documents incorporated by reference herein may contain “forward-looking” statements, as defined in federal securities laws including the Private Securities Litigation Reform Act of 1995, which are based on our current expectations, estimates, forecasts and projections. Statements that are not historical facts, including statements concerning plans, objectives, goals, strategies, future events, future revenues or performance, financing needs, plans or intentions relating to acquisitions and restructuring, business trends, statements regarding the merger and the expected timetable for completing the merger, are forward-looking statements. Words such as “expects,” “anticipates,” “predicts,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “continues,” “endeavors,” “strives,” “will,” “may,” “proposes,” “potential,” “could,” “should,” “outlook,” or variations of such words and similar expressions are intended to identify such forward-looking statements. In addition, any statements that refer to projections of future financial performance, anticipated growth and trends in businesses, and other characterizations of future events or circumstances are forward-looking statements. There are a number of risks, uncertainties and other important factors that could cause our actual results to differ materially from the forward-looking statements contained in this report.
| Item 9.01. | Financial Statements and Exhibits. | ||||
(d) Exhibits
The following items are filed as exhibits to the Current Report on Form 8-K.
Exhibit No. | Description | ||||
| 99.1 | Press Release, dated September 23, 2025 | ||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | ||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Masimo Corporation has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
MASIMO CORPORATION | ||||||||||||||||||||||||||
| Date: September 23, 2025 | By: | /s/ MICAH YOUNG | ||||||||||||||||||||||||
| Micah Young | ||||||||||||||||||||||||||
| Executive Vice President & Chief Financial Officer | ||||||||||||||||||||||||||
| (Principal Financial Officer) | ||||||||||||||||||||||||||
FAQ
What transaction did Masimo (MASI) complete with Harman International?
Masimo completed the sale of its consumer audio business, Sound United, to Harman International Industries. It did this by transferring all equity interests in Viper Holdings Corporation, which owns and operates Sound United, under a definitive Stock Purchase Agreement.
How much cash did Masimo (MASI) receive from selling Sound United?
The transaction carried an aggregate purchase price of $350,000,000 in cash, subject to adjustments. At closing on September 23, 2025, Masimo received approximately $328,000,000 in cash, which remains subject to post-closing adjustments under the Stock Purchase Agreement.
When did Masimo (MASI) close the sale of its consumer audio business?
Masimo closed the sale of its consumer audio business, Sound United, on September 23, 2025. On that date, the company completed the Stock Purchase Agreement with Harman International Industries and received approximately $328,000,000 in cash consideration at closing.
What exactly is Sound United in the Masimo (MASI) transaction?
Sound United refers to the consumer audio business owned through Viper Holdings Corporation and its subsidiaries. Masimo sold all equity interests in Viper Holdings Corporation, thereby transferring ownership of Sound United and its consumer audio operations to Harman International Industries.
Did Masimo (MASI) issue a press release about the Sound United sale?
Yes. Masimo published a press release on September 23, 2025 announcing the closing of the Sound United transaction. This press release is included as Exhibit 99.1 and is incorporated by reference, though it is furnished rather than deemed filed for certain securities law purposes.
Are there post-closing adjustments in Masimo’s (MASI) Sound United deal?
Yes. Both the $350,000,000 aggregate purchase price and the approximately $328,000,000 cash received at closing are subject to certain post-closing adjustments. These adjustments are governed by the terms of the definitive Stock Purchase Agreement between Masimo and Harman.