Form: 8-K

Current report

May 23, 2002

Documents

EXHIBIT 99.1

Published on May 23, 2002

EXHIBIT 99.1



NEWS RELEASE


MARVELL TECHNOLOGY GROUP LTD. REPORTS FIRST QUARTER FISCAL 2003 RESULTS

SUNNYVALE, CA. (MAY 23, 2002) - Marvell Technology Group Ltd. (NASDAQ: MRVL), a
technology leader in the development of extreme broadband communications
solutions, today reported financial results for its first fiscal quarter ended
May 4, 2002.

Net revenue for the first quarter of fiscal 2003 was a record $98.8 million, an
increase of 54% over net revenue of $64.2 million for the first quarter of
fiscal 2002 and a 19% sequential increase from net revenue of $82.8 million for
the fourth quarter of fiscal 2002. Net loss under generally accepted accounting
principles (GAAP), which includes the effect of acquisition-related expenses,
amortization of stock-based compensation and a special charge related to
facilities consolidation, was $30.9 million, or $0.26 per share (diluted), for
the first quarter of fiscal 2003, compared with net loss under GAAP of $105.0
million, or $0.93 per share (diluted), for the first quarter of fiscal 2002.

Pro forma net income, which excludes the effect of acquisition-related expenses,
amortization of stock-based compensation and a special charge related to
facilities consolidation, was $10.5 million, or $0.08 per share (diluted), for
the first quarter of fiscal 2003, compared with pro forma net income of $4.5
million, or $0.04 per share (diluted), for the first quarter of fiscal 2002.

"Q1 was a very strong quarter for the company," stated Dr. Sehat Sutardja,
Marvell's President and CEO. "During the quarter we delivered 19% sequential
increase in revenues, recorded very strong bookings and ended the quarter with
record backlog. We are experiencing this strength across both our data storage
and data communications businesses. Sales and bookings of our Gigabit Ethernet
products continue to accelerate as the transition of Gigabit to the desktop
gains momentum. We also continue to increase our market share in the data
storage market with the strong adoption of our integrated system-on-chip
solutions. Finally, our all-CMOS 802.11b Libertas(TM) baseband and RF solution,
for wireless LAN networking is receiving strong design momentum."

Marvell will be conducting a conference call today at 2 p.m. PDT to discuss its
first quarter fiscal 2003 financial results. To listen to the conference call,
investors can dial (719) 457-2642 approximately ten minutes prior to the
initiation of the teleconference and refer to conference code 498658. Replay of
the conference call will be available until May 28, 2002 at midnight by calling
(719) 457-0820. The conference call will also be available via the Web at
www.marvell.com until June 28, 2002.

ABOUT MARVELL

Marvell, a technology leader in the development of extreme broadband
system-level IC solutions for Internet connectivity and infrastructure,
comprises 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), and Galileo Technology
Ltd. (GTL). On behalf of MIL, MSI designs, develops and markets integrated
circuits utilizing proprietary Communications Mixed-Signal Processing (CMSP) and
digital signal processing technologies for communications signal processing
markets. MAPL is headquartered in Singapore and is responsible for production,
distribution and design operations. GTL develops high-performance communications
Internetworking and Switching products for the broadband communications market.
As used in this
release, the terms "Company" and "Marvell" refer to the entire group of
companies. The Company applies its technology to the extreme broadband
communications market where its products are used in network access equipment to
provide the interface between communications systems and data transmission
media. MSI is headquartered at 700 First Ave., Sunnyvale, Calif., 94089; phone:
(408) 222-2500, fax: (408) 752-9028. Marvell's common stock is traded on the
NASDAQ under the symbol MRVL. More information on Marvell is available on the
Internet at www.marvell.com.

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995:

This release may contain forward-looking statements based on our current
expectations, estimates and projections about our products, our industry, our
markets, management's beliefs, and certain assumptions made by us. Words such as
"anticipates," "expects," "intends," "plans," "believes," "seeks," "estimates,"
"may," "will," "should," and variations of these words or similar expressions,
are intended to identify forward-looking statements. In addition, any statements
that refer to expectations, projections or other characterizations of future
events or circumstances, including any underlying assumptions, are
forward-looking statements. These statements are not guarantees of future
performance and are subject to certain risks, uncertainties and assumptions that
are difficult to predict. Therefore, market results may differ materially and
adversely from those expressed in any forward-looking statements in this
release.

Important risks, uncertainties and assumptions that may cause such a difference
for Marvell in connection with our near term financial results include, but are
not limited to, the timing, cost and successful completion of technology and
product development through volume production; the timing, rescheduling and/or
cancellation of significant customer orders; general economic conditions and
specific conditions in the markets we address, including periodic downturns in
the integrated circuit industry; the rate at which our present and future
customers and end-users adopt our products; and the timing and results of
customer-industry qualification and certification of our products.

For other factors that could cause Marvell's results to vary from expectations,
please see the section titled "Additional Factors That May Affect Future
Results" in Marvell's annual report on Form 10-K for the year ended February 2,
2002. We undertake no obligation to revise or update publicly any
forward-looking statements for any reason.
MARVELL TECHNOLOGY GROUP LTD.
Consolidated Statements of Operations
(Unaudited)
(In thousands, except per share amounts)




THREE MONTHS ENDED
------------------------
MAY 4, APRIL 28,
2002 2001
--------- ---------


Net revenue $ 98,800 $ 64,230
Cost of goods sold 43,780 30,161
--------- ---------
Gross profit 55,020 34,069
Operating expenses:
Research and development 30,609 20,066
Selling and marketing 11,012 9,545
General and administrative 3,642 2,985
Amortization of stock-based compensation 2,282 4,113
Amortization of goodwill and acquired
intangible assets 21,323 104,508
Facilities consolidation charge 17,799 --
--------- ---------
Total operating expenses 86,667 141,217
--------- ---------
Operating loss (31,647) (107,148)
Interest and other income, net 2,139 2,967
--------- ---------
Loss before income taxes (29,508) (104,181)
Provision for income taxes 1,426 785
--------- ---------
Net loss $ (30,934) $(104,966)
========= =========

Basic net loss per share $ (0.26) $ (0.93)
========= =========
Diluted net loss per share $ (0.26) $ (0.93)
========= =========

Weighted average shares-- basic 118,089 112,517
--------- ---------
Weighted average shares-- diluted 118,089 112,517
--------- ---------

MARVELL TECHNOLOGY GROUP LTD.
PRO FORMA CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)




THREE MONTHS ENDED
------------------------
MAY 4, APRIL 28,
2002 2001
--------- ---------


Net revenue $ 98,800 $ 64,230
Cost of goods sold 43,780 29,365
--------- ---------
Gross profit 55,020 34,865
Operating expenses:
Research and development 30,609 20,066
Selling and marketing 11,012 9,545
General and administrative 3,642 2,985
--------- ---------
Total operating expenses 45,263 32,596
--------- ---------
Operating income 9,757 2,269
Interest and other income, net 2,139 2,967
--------- ---------
Income before income taxes 11,896 5,236
Provision for income taxes 1,426 785
--------- ---------
Pro forma net income $ 10,470 $ 4,451
========= =========

Basic pro forma net income per share $ 0.09 $ 0.04
========= =========
Diluted pro forma net income per share $ 0.08 $ 0.04
========= =========

Weighted average shares-- basic 118,089 112,517
--------- ---------
Weighted average shares-- diluted 132,450 125,156
--------- ---------

Reconciliation to GAAP net loss:
Pro forma net income $ 10,470 $ 4,451
Amortization of stock-based compensation (2,282) (4,113)
Amortization of goodwill and acquired
intangible assets (21,323) (104,508)
Facilities consolidation charge (17,799) --
Amortization of inventory fair value adjustment -- (796)
--------- ---------
GAAP net loss $ (30,934) $(104,966)
========= =========


The above pro forma statements of operations are for informational purposes only
and are provided for understanding our operating results. The pro forma
statements of operations have not been prepared in accordance with GAAP, should
not be considered a substitute for our historical financial information prepared
in accordance with GAAP and may be different from pro forma measures used by
other companies. The pro forma net income has been derived by adjusting the net
loss under generally accepted accounting principles with the impact of non cash
stock-based compensation charges, charges associated with the purchase
accounting for the January 2001 acquisition of Galileo Technology Ltd. and
charges for facilities consolidation.
MARVELL TECHNOLOGY GROUP LTD.
Consolidated Balance Sheets
(Unaudited)
(In thousands)



MAY 4, FEBRUARY 2,
2002 2002
----------- -----------

ASSETS
Current assets:
Cash and cash equivalents $ 114,254 $ 114,483
Short-term investments 142,767 135,761
Accounts receivable, net 56,387 42,150
Inventory, net 22,117 23,600
Prepaid expenses and other current assets 21,923 23,422
----------- -----------
Total current assets 357,448 339,416
Property and equipment, net 59,836 52,924
Goodwill and acquired intangible assets 1,659,417 1,680,740
Other noncurrent assets 18,233 17,975
----------- -----------
Total assets $ 2,094,934 $ 2,091,055
=========== ===========

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 36,885 $ 30,990
Accrued liabilities 39,193 25,838
Income taxes payable 19,689 17,744
Deferred revenue 11,750 8,907
Current portion of capital lease obligations 1,201 1,039
----------- -----------
Total current liabilities 108,718 84,518
Capital lease obligations 9,636 10,017
Other long-term liabilities 7,136 6,793
----------- -----------
Total liabilities 125,490 101,328
----------- -----------

Shareholders' equity:
Common stock 239 238
Additional paid-in capital 2,655,683 2,646,757
Deferred stock-based compensation (7,817) (10,099)
Accumulated other comprehensive income 388 946
Accumulated deficit (679,049) (648,115)
----------- -----------
Total shareholders' equity 1,969,444 1,989,727
----------- -----------
Total liabilities and shareholders' equity $ 2,094,934 $ 2,091,055
=========== ===========