MARVELL TECHNOLOGY GROUP LTD. (NASDAQ:MRVL) Files An 8-K Other EventsItem 8.01. Other Events.
| • | Unaudited Pro Forma Condensed Combined Statement of Operations for the year ended February3, 2018 and three months ended May5, 2018; and |
| • | Notes to the Unaudited Pro Forma Condensed Combined Financial Statements. |
The section entitled “Risk Factors” included in Cavium’s Quarterly Report on Form 10-Q for the quarter ended March31, 2018 is filed as Exhibit 99.5 to this Current Report on Form 8-K and is incorporated herein by reference.
Cautionary Statement Regarding Forward-Looking Statements
This document contains certain forward-looking statements within the meaning of the federal securities laws with respect to the proposed transaction between Cavium and Marvell, including statements regarding the benefits of the transaction, the anticipated timing of the transaction and the products and markets of each company. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this document, including but not limited to: (i)uncertainties as to the timing of the consummation of the transaction and the ability of each party to consummate the transaction, (ii)the failure to satisfy the conditions to the consummation of the transaction, (iii)the failure to realize the anticipated benefits of the proposed transaction, including as a result of delay in completing the transaction or integrating the businesses of Cavium and Marvell, (iv)the effect of the announcement or pendency of the transaction on Cavium’s business relationships, operating results, and business generally, (v)risks that the proposed transaction disrupts current plans and operations of Cavium or Marvell and potential difficulties in Cavium employee retention as a result of the transaction, (vi)the outcome of litigation and other legal proceedings against Cavium and/or Marvell or to which Cavium and/or Marvell become subject, and (vii)the ability of Marvell to successfully integrate Cavium’s operations and product lines. The foregoing review of important factors should not be construed as exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties that affect the businesses of Marvell and Cavium described in the “Risk Factors” section of their respective Annual Reports on Form10-K,Quarterly Reports on Form10-Qand other documents filed by either of them from time to time with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Marvell and Cavium assume no obligation and do not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Neither Marvell nor Cavium gives any assurance that either Marvell or Cavium will achieve its expectations.
Item 8.01. Financial Statements and Exhibits.
(d) Exhibits
MARVELL TECHNOLOGY GROUP LTD ExhibitEX-23.1 2 d572022dex231.htm EX-23.1 EX-23.1 Exhibit 23.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-4 (No. 333-222235) and Form S-8 (Nos. 333-40152,…To view the full exhibit click here
About MARVELL TECHNOLOGY GROUP LTD. (NASDAQ:MRVL)
Marvell Technology Group Ltd. is a fabless semiconductor provider of application-specific standard products. The Company is engaged in the design, development and sale of integrated circuits. The Company develops System-on-a-Chip (SoC) and System-in-a-Package (SiP) devices. Its product portfolio includes devices for data storage, enterprise-class Ethernet data switching, Ethernet physical-layer transceivers (PHY), wireless connectivity, Internet-of-Things (IoT) devices and multimedia solutions. Its products serve various applications used in carrier, metropolitan, enterprise and personal computer (PC)-client data communications, and storage systems. In addition, the Company serves the consumer electronics market for the convergence of voice, video and data applications. The Company relies on independent, third-party contractors to perform manufacturing, assembly and test functions. The Company offers its products to sectors, including storage, networking, and mobile and wireless.