Marvell Technology Group Ltd. Reports Fourth Quarter and Fiscal 2008 Results

Marvell Achieves Record Revenues for FY2008, Up 36 Percent on Prior Year

GAAP Net Income of $1.3 Million versus Net Loss of $141 Million in Prior Year

SANTA CLARA, Calif., March 6 /PRNewswire-FirstCall/ -- Marvell Technology Group Ltd. (Nasdaq: MRVL), a leader in storage, communications, and consumer silicon solutions, today reported financial results for its fourth quarter and fiscal year ended February 2, 2008.

(Logo: http://www.newscom.com/cgi-bin/prnh/20070411/SFW034LOGO)

Net revenue for the fourth quarter of fiscal 2008 was a record $845 million, an increase of 36% over net revenue of $622 million for the fourth quarter of fiscal 2007 and an 11% sequential increase from net revenue of $758 million for the third quarter of fiscal 2008. Net income under generally accepted accounting principles (GAAP) was $1.3 million, or $0.00 per share (diluted), for the fourth quarter of fiscal 2008 compared with net loss under GAAP of $140.6 million, or $0.24 per share (diluted), for the fourth quarter of fiscal 2007 and net loss under GAAP of $6.4 million, or $0.01 per share (diluted), for the third quarter of fiscal 2008. Shares used to compute GAAP net income per share (diluted), for the fourth quarter ended February 2, 2008 increased to 627 million shares compared with 587 million shares used to compute GAAP net loss per share (diluted) for the fourth quarter ended January 27, 2007 and 591 million shares used to compute GAAP net loss per share (diluted) for the third quarter ended October 27, 2007.

Marvell has reached a tentative settlement with the plaintiffs in the previously disclosed federal derivative lawsuits related to historical stock option practices. The Company has accrued $16 million in its fourth quarter 2008 financial statements related to anticipated payments pursuant to the tentative settlement. The tentative settlement requires court approval before it becomes final. Marvell anticipates that the parties will finalize and submit formal settlement documentation to the court in the next few months.

"We are pleased with our financial performance this quarter and believe we have turned the corner on improving our profitability," stated Dr. Sehat Sutardja, Marvell's President and CEO. "Marvell achieved record revenues during fiscal 2008, putting us on track to achieve a better than $3 billion annual run rate. Our improved operating margins and earnings per share on a pro forma basis demonstrate clear focus on controlling operating costs. The better than anticipated sales trends during the fourth fiscal quarter was due to strong demand for our system-on-a-chip products for the storage market, better than expected demand for our enterprise-class communication products and better than seasonal demand for our cellular products. The results demonstrate successful investment in a broad range of technologies and our ability to integrate these technologies into superior products across many markets."

Net revenue for the year ended February 2, 2008 was $2,895 million, an increase of 29% over net revenue of $2,238 million for the year ended January 27, 2007. The increase in net revenue during fiscal 2008 is primarily attributable to sales of cellular and wireless communications products. Net loss under GAAP was $114.4 million or $0.19 per share (diluted) for the year ended February 2, 2008 compared with net loss under GAAP of $12.1 million or $0.02 per share (diluted) for the year ended January 27, 2007.

Marvell reports net income (loss) and basic and diluted net income (loss) per share in accordance with GAAP and additionally on a non-GAAP basis. A discussion of Marvell's use of these non-GAAP financial measures is set forth below, and reconciliations of GAAP net income (loss) to non-GAAP net income for the three months ended February 2, 2008, October 27, 2007 and January 27, 2007 and year ended February 2, 2008 and January 27, 2007, respectively, appear in the financial statements portion of this release. Non-GAAP net income, where applicable, excludes the effect of stock-based compensation, amortization of acquired intangible assets, restructuring costs and cumulative effect of change in accounting principle.

Non-GAAP net income increased to $122.9 million, or $0.20 per share (diluted) for the fourth quarter of fiscal 2008, a 495% increase as compared with non-GAAP net income of $20.7 million, or $0.03 per share (diluted), for the fourth quarter of fiscal 2007 and an increase of 43% over non-GAAP net income of $86.2 million, or $0.14 per share (diluted) for the third quarter of fiscal 2008. The improvement in non-GAAP net income during the fourth quarter of fiscal 2008 was primarily due to better than anticipated revenue growth of storage and Ethernet connectivity products. Shares used to compute non-GAAP net income per diluted share for the fourth quarter of fiscal 2008 was 627 million shares compared with 634 million shares for the fourth quarter of fiscal 2007 and 631 million shares for the third quarter of fiscal 2008.

Non-GAAP gross margin for the fourth quarter of fiscal 2008 was 48.7% as compared to non-GAAP gross margin of 48.3% for the third quarter of fiscal 2008 and non-GAAP gross margin of 48.2% for the fourth quarter of fiscal 2007.

Non-GAAP net income was $280.1 million, or $0.44 per share (diluted) for the year ended February 2, 2008, compared with non-GAAP net income of $359.0 million, or $0.56 per share (diluted) for the year ended January 27, 2007. The decline in non-GAAP net income during fiscal 2008 versus fiscal 2007 is primarily due to the integration of the Intel Communication-Applications Processor group into the Marvell organization. Shares used in computing non- GAAP net income per share for the year ended February 2, 2008 decreased to 630 million shares compared with 638 million shares for the year ended January 27, 2007.

Non-GAAP gross margin for fiscal 2008 was 48.8% compared to non-GAAP gross margin for fiscal 2007 of 51.3%.

Marvell will be conducting a conference call today at 1:45 p.m. PST to discuss its fourth quarter business. The call is being webcast by Thomson/CCBN and can be accessed at Marvell's web site at www.marvell.com. The webcast is also being distributed through Thomson StreetEvents Network. Individual investors can listen to the call at www.earnings.com, Thomson's individual investor portal, powered by StreetEvents. Institutional investors can access the call via Thomson StreetEvents (www.streetevents.com), a password-protected event management site. The conference call will also be available via the web at www.marvell.com. Please visit the Investor Events section. Replay on the Internet will be available until March 6, 2009.

Discussion of Non-GAAP Financial Measures

Non-GAAP net income consists of net income (loss) excluding stock-based compensation expense as well as charges related to acquisitions and other charges and gains that are driven primarily by discrete events that management does not consider to be directly related to the company's core operating performance. Non-GAAP net income per share is calculated by dividing non-GAAP net income by adjusted GAAP weighted average shares outstanding (diluted). For purposes of calculating non-GAAP net income per share, the calculation of GAAP weighted average shares outstanding (diluted) is adjusted to exclude the benefits of compensation costs attributable to future services and not yet recognized in the financial statements that are treated as proceeds assumed to be used to repurchase shares under the GAAP treasury stock method and also includes the dilutive/antidilutive effects of warrants, common stock options and restricted stock.

Marvell believes that the presentation of non-GAAP net income and non-GAAP net income per share provides important supplemental information to management and investors regarding financial and business trends relating to the company's financial condition and results of operations. While Marvell uses non-GAAP financial measures as a tool to enhance its understanding of certain aspects of its financial performance, Marvell does not consider these measures to be a substitute for, or superior to, the information provided by GAAP financial measures. Consistent with this approach, Marvell believes that disclosing non-GAAP financial measures to the readers of its financial statements provides such readers with useful supplemental data that, while not a substitute for GAAP financial measures, allows for greater transparency in the review of its financial and operational performance. For further information regarding why Marvell believes that these non-GAAP measures provide useful information to investors, the specific manner in which management uses these measures, and some of the limitations associated with the use of these measures, please refer to the company's Current Report on Form 8-K filed today with the SEC. The Form 8-K is available on the SEC's website at http://www.sec.gov as well as on the Marvell website in the Investors Relations section at http://www.marvell.com.

About Marvell

Marvell (NASDAQ: MRVL) is a leader in storage, communications and consumer silicon solutions. The Company's diverse product portfolio includes switching, transceiver, communications controller, wireless, and storage solutions that power the entire communications infrastructure, including enterprise, metro, home, and storage networking. As used in this release, the terms "Company" and "Marvell" refer to Marvell Technology Group Ltd. and its subsidiaries, including Marvell Semiconductor, Inc. (MSI), Marvell Asia Pte Ltd (MAPL), Marvell Japan K.K., Marvell Taiwan Ltd., Marvell International Ltd. (MIL), Marvell U.K. Limited, Marvell Semiconductor Israel Ltd. (MSIL), Marvell Software Solutions Israel, Ltd., and Marvell Semiconductor Germany GmbH. MSI is headquartered in Santa Clara, Calif., and designs, develops and markets products on behalf of MIL and MAPL. MSI may be contacted at (408) 222-2500 or at http://www.marvell.com.

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995:

This release contains forward-looking statements based on projections and assumptions about our products and our markets. Words such as "anticipates," "expects," "intends," "plans," "believes," "seeks," "estimates," "may," "will," "should," and their variations identify forward-looking statements. Statements that refer to, or are based on projections, uncertain events or assumptions also identify forward-looking statements. These statements include statements regarding our annual run rate, our ability to monetize our investments, our ability to efficiently integrate technologies, and our anticipated settlement with the plaintiffs in the previously disclosed federal derivative lawsuits related to historical stock option practices. These statements are not guarantees of results and are subject to risks and uncertainties that could cause actual results to differ materially from those anticipated in the forward-looking statements. When Marvell files its Form 10-K for the fourth quarter of fiscal 2008, the financial statements may differ from the results disclosed in this press release because judgments and estimates that management used in preparing the financial results reported in this press release may need to be updated to the date of the filing. The Company's results also remain subject to review by the Company's independent registered public accounting firm. For other factors that could cause Marvell's results to vary from expectations, please see the risk factors identified in the Marvell's latest Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, as filed with the Securities and Exchange Commission and other factors detailed from time to time in Marvell's filings with the Securities and Exchange Commission. Marvell undertakes no obligation to revise or update publicly any forward-looking statements.

    Marvell(R) and the Marvell logo are trademarks of Marvell.



                        Marvell Technology Group Ltd.
               Condensed Consolidated Statements of Operations
                                 (Unaudited)
                   (In thousands, except per share amounts)


                            Three Months Ended              Year Ended
                    February     October     January   February    January
                        2,         27,         27,         2,        27,
                      2008        2007        2007       2008       2007

    Net revenue     $844,686    $758,246    $621,974 $2,894,693 $2,237,553
    Cost of
     goods sold      438,640     396,209     324,843  1,497,796  1,100,241
    Gross profit     406,046     362,037     297,131  1,396,897  1,137,312
    Operating
     expenses:
      Research and
       development
       and other     266,464     252,205     223,399    988,996    658,211
      Selling and
       marketing      60,504      46,423      60,099    211,261    176,103
      General and
       admini-
       strative       48,340      32,537      35,480    138,640    114,154
      Amortization
       and
       write-off
       of acquired
       intangible
       assets (a)     43,810      37,311      37,826    155,734    109,987
      Acquired
       in-process
       research and
       development         -           -      77,800          -     77,800
      Restructuring    7,856           -           -      7,856          -

        Total
         operating
         expenses    426,974     368,476     434,604  1,502,487  1,136,255
    Operating
     (loss)
     income          (20,928)     (6,439)   (137,473)  (105,590)     1,057
    Interest and
     other income
     (expense),
     net (b)          18,864      (6,048)     (2,003)    (2,654)    13,549
    (Loss) income
     before income
     taxes            (2,064)    (12,487)   (139,476)  (108,244)    14,606
    (Benefit)
     provision
     benefit for
     income
     taxes            (3,357)     (6,051)      1,109      6,183     35,547
    Income (loss)
     before change
     in accounting
     principle         1,293      (6,436)   (140,585)  (114,427)   (20,941)
    Cumulative
     effect of
     change in
     accounting
     principle, net
     of tax effect         -           -           -          -      8,846
    Net income
     (loss)           $1,293     $(6,436)  $(140,585) $(114,427)  $(12,095)

    Basic net
     income (loss)
     per share:
        Income
         (loss)
         before
         change in
         accounting
         principle,
         net of tax
         effect        $0.00      $(0.01)     $(0.24)    $(0.19)    $(0.04)
        Cumulative
         effect of
         change in
         accounting
         principle,
         net of tax
         effect            -           -           -          -       0.02
    Basic net income
     (loss) per
     share             $0.00      $(0.01)     $(0.24)    $(0.19)    $(0.02)
    Shares used in
     basic per
     share
     computation     595,512     590,759     587,424    590,308    586,152

    Diluted net
     income (loss)
     per share:
        Income
         (loss)
         before
         change in
         accounting
         principle,
         net of tax
         effect        $0.00      $(0.01)     $(0.24)    $(0.19)    $(0.04)
        Cumulative
         effect of
         change in
         accounting
         principle,
         net of tax
         effect            -           -           -          -       0.02
    Diluted net
     income (loss)
     per share         $0.00      $(0.01)     $(0.24)    $(0.19)    $(0.02)
    Shares used in
     diluted per
     share
     computation     626,699     590,759     587,424    590,308    586,152

    (a) Write-off
        of acquired
        intangible
        assets        $7,232          $-          $-     $7,232         $-

    (b) Consists of:
        Interest
         expense
         on term
         loan and
         capital
         lease       $(8,898)    $(8,873)    $(8,253)  $(34,666)  $(10,207)
        Interest
         expense
         on supply
         agreement    (1,165)     (1,645)          -     (5,833)         -
        Interest
         income,
         foreign
         exchange
         and other    28,927       4,470       6,250     37,845     23,756
                     $18,864     $(6,048)    $(2,003)   $(2,654)   $13,549



                        Marvell Technology Group Ltd.
                    Reconciliation of Non-GAAP Adjustments
                                 (Unaudited)
                   (In thousands, except per share amounts)

    Reconciliation of GAAP net income (loss) to non-GAAP net income:

                                Three Months Ended           Year Ended
                           February  October   January   February   January
                              2,       27,       27,        2,         27,
                             2008     2007      2007       2008       2007

    GAAP net income (loss)   $1,293  $(6,436) $(140,585) $(114,427) $(12,095)
    Stock-based
     compensation included
     in:
      Cost of goods sold      4,911    4,326      2,842     15,530    11,339
      Research and
       development and
       other                 45,627   39,989     28,478    152,249   121,481
      Selling and
       marketing             13,925    6,949      7,254     39,022    30,452
      General and
       administrative         5,497    4,092      7,053     24,179    28,849
    Amortization and
     write-off of acquired
     intangible assets       43,810   37,311     37,826    155,734   109,987
    Acquired in-process
     research and
     development                -        -       77,800        -      77,800
    Restructuring             7,856      -          -        7,856       -
    Cumulative effect of
     change in accounting
      principle                 -        -          -          -      (8,846)
    Non-GAAP net income    $122,919  $86,231    $20,668   $280,143  $358,967

    GAAP weighted average
     shares - diluted       626,699  590,759    587,424    590,308   586,152
      Non-GAAP adjustment       542   39,854     46,506     40,160    51,507
    Non-GAAP weighted
     average shares
     diluted (b)            627,241  630,613    633,930    630,468   637,659

    GAAP diluted net
     income (loss) per
     share                    $0.00   $(0.01)    $(0.24)    $(0.19)   $(0.02)
    Non-GAAP diluted net
     income per share (a)     $0.20    $0.14      $0.03      $0.44     $0.56


      GAAP gross margin       48.1%    47.7%      47.8%      48.3%     50.8%
      Non-GAAP gross
       margin                 48.7%    48.3%      48.2%      48.8%     51.3%


    (a) Non GAAP net income per share is calculated by dividing non-GAAP net
        income by non-GAAP weighted average shares diluted.

    (b) For purposes of calculating non-GAAP net income per share, the GAAP
        diluted weighted average shares outstanding is adjusted to exclude the
        benefits of SFAS 123R compensation costs attributable to future
        services and not yet recognized in the financial that are treated as
        proceeds assumed to be used to repurchase shares under the GAAP
        treasury method and also includes the dilutive/antidilutive effects of
        warrants, common stock options and restricted stock.



                        Marvell Technology Group Ltd.
                    Condensed Consolidated Balance Sheets
                                 (Unaudited)
                                (In thousands)



                                                 February 2,       January 27,
    Assets                                          2008              2007
    Current assets:
      Cash, cash equivalents and short-
       term investments                           $630,903          $596,380
      Accounts receivable, net                     332,020           328,283
      Inventory                                    419,493           247,403
      Prepaid expenses and other current
       assets                                      121,325           175,969
        Total current assets                     1,503,741         1,348,035
    Property and equipment, net                    416,241           440,943
    Long-term investments                           45,628               -
    Goodwill and acquired intangible
     assets                                      2,427,877         2,558,363
    Other non current assets                       157,107           180,359
        Total assets                            $4,550,594        $4,527,700

    Liabilities and Shareholders' Equity
    Current liabilities:
      Accounts payable                            $231,135          $240,497
      Accrued liabilities                          241,062           377,744
      Income taxes payable                          39,132            29,078
      Deferred income                               69,420            46,459
      Current portion of capital lease
       obligations                                   2,463            17,408
        Total current liabilities                  583,212           711,186
    Capital lease obligations                        4,238            17,096
    Term loan obligations                          390,750           394,750
    Other long-term liabilities                    160,875           177,484
        Total liabilities                        1,139,075         1,300,516

    Shareholders' equity:
      Common stock                                   1,200             1,175
      Additional paid-in capital                 4,100,659         3,802,509
      Accumulated other comprehensive
       income                                          615                28
      Accumulated deficit                         (690,955)         (576,528)
        Total shareholders' equity               3,411,519         3,227,184
        Total liabilities and
         shareholders' equity                   $4,550,594        $4,527,700



                        Marvell Technology Group Ltd.
               Condensed Consolidated Statements of Cash Flows
                                 (Unaudited)
                                (in thousands)

                                 Three Months Ended            Year Ended
                            February   October   January    February   January
                               2,        27,        27,        2,         27,
                              2008      2007       2007       2008       2007
    Cash flows from
     operating activities:
    Net income (loss)        $1,293   $(6,436) $(140,585) $(114,427) $(12,095)
    Adjustments to
     reconcile net income
     (loss) to net cash
     provided by operating
     activities:
      Cumulative effect of
       change in
       accounting
       principle, net           -         -          -          -      (8,846)
      Depreciation and
       amortization          27,008    26,384     24,641    105,812    77,160
      Stock-based
       compensation          69,960    55,356     45,627    230,980   192,121
      Amortization and
       write-off of
       acquired intangible
       assets                43,810    37,311     37,826    155,734   109,987
      Acquired in-process
       research and
       development              -         -       77,800        -      77,800
      Loss (gain) from
       disposal of assets     3,300       -          -       (1,822)      -
      Fair market value
       adjustment to cost
       of goods sold from
       supply contract       (5,348)  (26,273)   (37,593)  (109,262)  (37,593)
      Termination of
       supply agreement     (22,069)      -          -      (22,069)      -
      Interest expense
       related to supply
       contract               1,165     1,645        -        5,833       -
      Deferred tax
       provision            (16,778)      -       (2,224)   (16,778)   (2,224)
      Excess tax benefits
       from stock-based
       compensation            (199)      (65)       -         (499)     (889)
      Changes in assets
       and liabilities,
       net of
       acquisitions:                                                      -
        Accounts
         receivable          55,169   (28,230)   (34,048)    (1,763)  (83,100)
        Inventories         (43,441)  (70,086)   (26,214)  (202,275)  (15,908)
        Prepaid expenses
         and other asset      8,798    45,531    (61,369)   108,321  (113,159)
        Accounts payable     22,920   (53,441)    40,820     (8,187)   43,891
        Accrued
         liabilities and
         other               17,134    19,945     16,603     10,880    30,375
        Accrued employee
         compensation        (1,645)    9,642     34,251      8,852    33,484
        Accrued facilities
         charge                 -         -         (571)       -        (571)
        Income taxes
         payable              9,032    (8,120)     1,100      4,840    30,192
        Deferred income      (6,872)   21,515     14,787     22,961    16,686
         Net cash provided
          by (used in)
          operating
          activities        163,237    24,678     (9,149)   177,131   337,311
    Cash flows from
     investing activities:
      Cash paid in
       acquisitions, net    (12,846)      -     (609,889)   (19,987) (892,867)
      Purchases of short-
       term and long-term
       investments          (96,979)  (52,256)       -     (262,886) (266,938)
      Sales and maturities
       of short-term and
       long-term
       investments          110,390    70,495      7,929    230,906   812,831
      Acquisition costs        (132)      (70)    (4,799)    (1,340)   (9,032)
      Purchases of
       investments              -        (323)       -         (323)      -
      Purchases of
       property and
       equipment            (32,327)  (16,622)   (59,284)  (113,462) (180,696)
      Proceeds from sale
       of asset under
       construction             -         -          -        5,122       -
      Purchases of
       technology licenses   (3,650)   (2,675)       -      (23,175)   (8,029)
         Net cash used in
          investing
          activities        (35,544)   (1,451)  (666,043)  (185,145) (544,731)
    Cash flows from
     financing activities:
      Proceeds from the
       issuance of common
       stock and other       33,614    29,608      9,609     65,903    45,645
      Proceeds from term
       loan obligations         -         -      400,000        -     400,000
      Principal payments
       on capital lease
       and debt
       obligations           (1,159)   (1,778)    (5,850)   (10,748)  (19,537)
      Excess tax benefits
       from stock-based
       compensation             199        65        -          499       889
         Net cash provided
          by financing
          activities         32,654    27,895    403,759     55,654   426,997
    Net increase
     (decrease) in cash
     and cash equivalents   160,347    51,122   (271,433)    47,640   219,577
    Cash and cash
     equivalents at
     beginning of period    455,301   404,179    839,441    568,008   348,431
    Cash and cash
     equivalents at end of
     period                $615,648  $455,301   $568,008   $615,648  $568,008



     For further information, contact:
     Jeff Palmer                        Diane Vanasse
     Investor Relations                 Public Relations
     408-222-8373                       408-242-0027
     jpalmer@marvell.com                dvanasse@marvell.com

SOURCE Marvell Technology Group Ltd.