SANTA CLARA, Calif.,
Dec. 2, 2021 /PRNewswire/ -- Marvell
Technology, Inc. (NASDAQ: MRVL), a leader in infrastructure
semiconductor solutions, today reported financial results for the
third quarter of fiscal year 2022.
Marvell completed the acquisition of Innovium, Inc. ("Innovium")
on October 5, 2021 (the "acquisition
date"), approximately 25 days before the end of the third quarter
of fiscal year 2022. Marvell's results for the third quarter of
fiscal 2022 include the results of Innovium from the acquisition
date, while prior periods presented do not.
Net revenue for the third quarter of fiscal 2022 was
$1.211 billion, which exceeded the
midpoint of the Company's guidance provided on August 26, 2021. GAAP net loss for the third
quarter of fiscal 2022 was $(63)
million, or $(0.08) per
diluted share. Non-GAAP net income for the third quarter of fiscal
2022 was $364 million, or
$0.43 per diluted share. Cash flow
from operations for the third quarter was $265 million.
"Marvell delivered record revenue of $1.211 billion in the fiscal third quarter,
growing 13 percent sequentially and 61 percent year over year,
exceeding the high end of our guidance. Revenue grew substantially
in each of our five end markets, led by data center, our largest
contributor at 41 percent of total revenue, which grew 15 percent
sequentially and 109 percent year over year," said Matt Murphy, Marvell's President and CEO. "For
the fourth quarter, we are expecting sequential revenue growth of 9
percent at the midpoint of guidance, led by 5G, which is projected
to increase by 30 percent sequentially and data center which is
forecasted to continue to grow in the double digits on a percentage
basis."
The financial outlook for the fourth quarter of fiscal 2022
includes expected results of Innovium for the full quarter.
Fourth Quarter of Fiscal 2022 Financial Outlook
- Net revenue is expected to be $1.320
billion +/- 3%.
- GAAP gross margin is expected to be 47.9% to 49.8%.
- Non-GAAP gross margin is expected to be approximately 65%.
- GAAP operating expenses are expected to be $630 million to $640
million.
- Non-GAAP operating expenses are expected to be $390 million to $395
million.
- Basic weighted average shares outstanding are expected to be
844 million.
- Diluted weighted average shares outstanding are expected to be
861 million.
- GAAP diluted loss per share is expected to be $(0.03) +/- $0.04
per share.
- Non-GAAP diluted income per share is expected to be
$0.48 +/- $0.03 per share.
GAAP diluted EPS is calculated using basic weighted average
shares outstanding when there is a GAAP net loss, and calculated
using diluted weighted average shares outstanding when there is a
GAAP net income. Non-GAAP diluted EPS is calculated using diluted
weighted average shares outstanding.
Conference Call
Marvell will conduct a conference call on Thursday, December 2, 2021 at 1:45 p.m. Pacific Time to discuss results for the
third quarter of fiscal 2022. Interested parties may join the
conference call by dialing 1-888-317-6003 or 1-412-317-6061,
passcode 8563448. The call will be webcast and can be accessed at
the Marvell Investor Relations website at
http://investor.marvell.com/. A replay of the call can be accessed
by dialing 1-877-344-7529 or 1-412-317-0088, passcode 10161867
until Thursday, December 9, 2021.
Discussion of Non-GAAP Financial Measures
Non-GAAP financial measures exclude the effect of share-based
compensation expense, amortization of the inventory fair value
adjustment associated with acquisition, amortization of acquired
intangible assets, acquisition and divestiture-related costs,
restructuring and other related charges (including, but not limited
to, asset impairment charges, employee severance costs, and
facilities related charges), resolution of legal matters, and
certain expenses and benefits that are driven primarily by discrete
events that management does not consider to be directly related to
Marvell's core business.
Marvell uses a non-GAAP tax rate to compute the non-GAAP tax
provision. This non-GAAP tax rate is based on Marvell's estimated
annual GAAP income tax forecast, adjusted to account for items
excluded from GAAP income in calculating Marvell's non-GAAP income,
as well as the effects of significant non-recurring and period
specific tax items which vary in size and frequency. Marvell's
non-GAAP tax rate is determined on an annual basis and may be
adjusted during the year to take into account events that may
materially affect the non-GAAP tax rate such as tax law changes;
significant changes in Marvell's geographic mix of revenue and
expenses; or changes to Marvell's corporate structure. For the
third quarter of fiscal 2022, a non-GAAP tax rate of 5.0% has been
applied to the non-GAAP financial results.
Marvell believes that the presentation of non-GAAP financial
measures provides important supplemental information to management
and investors regarding financial and business trends relating to
Marvell'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, financial measures calculated in accordance with GAAP.
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.
Externally, management believes that investors may find
Marvell's non-GAAP financial measures useful in their assessment of
Marvell's operating performance and the valuation of Marvell.
Internally, Marvell's non-GAAP financial measures are used in the
following areas:
- Management's evaluation of Marvell's operating
performance;
- Management's establishment of internal operating budgets;
- Management's performance comparisons with internal forecasts
and targeted business models; and
- Management's determination of the achievement and measurement
of certain performance-based equity awards (adjustments may vary
from award to award).
Non-GAAP financial measures have limitations in that they do not
reflect all of the costs associated with the operations of
Marvell's business as determined in accordance with GAAP. As a
result, you should not consider these measures in isolation or as a
substitute for analysis of Marvell's results as reported under
GAAP. The exclusion of the above items from our GAAP financial
metrics does not necessarily mean that these costs are unusual or
infrequent.
Forward-Looking Statements under the Private Securities
Litigation Reform Act of 1995
This press release contains forward-looking statements within
the meaning of the federal securities laws that involve risks and
uncertainties. Words such as "anticipates," "expects," "intends,"
"plans," "projects," "believes," "seeks," "estimates," "can,"
"may," "will," "would," "outlook," "forecast," "targets" and
similar expressions identify such forward-looking statements. These
statements are not guarantees of results and should not be
considered as an indication of future activity or future
performance. 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. Actual events or results may
differ materially from those described in this press release due to
a number of risks and uncertainties, including, but not limited to:
failure to realize all of the anticipated benefits of the
transactions with Inphi and Innovium on a timely basis, including
as a result of our ability to successfully integrate the businesses
of Marvell, Inphi and Innovium or due to unexpected costs or
liabilities as a result of the transactions; our ability to retain
and hire key personnel; risks related to the rapid growth of the
Company; risks related to the impact of the COVID-19 pandemic which
have impacted, and may continue to impact our business and
operations, the transportation and manufacturing of our products,
and the operations of our customers, distributors, vendors,
suppliers, and partners; the impact of COVID-19, or other future
pandemics, on the U.S. and global economies; disruptions caused by
COVID-19, including as a result of restrictions that may be imposed
by us or third parties, resulting in worker absenteeism, turnover,
quarantines and restrictions on our employees' ability to work,
innovate, collaborate, and travel; the effects that the current
credit and market conditions caused by, or resulting from, COVID-19
could have on the liquidity and financial condition of us and our
customers and suppliers, including any impact on the ability to
meet contractual obligations; supply chain disruptions or component
shortages that may impact the production of our products or may
impact the price of components which in turn may impact our margins
on any impacted products and any constrained availability from
other electronic suppliers impacting our customers' ability to ship
their products, which in turn may adversely impact our sales to
those customers; our reliance on our manufacturing partners for the
manufacture, assembly and testing of our products; the impact of
international conflict and economic volatility in either domestic
or foreign markets including risks related to trade conflicts,
regulations, and tariffs, including but not limited to,
restrictions imposed on our Chinese customers; the risks associated
with manufacturing and selling products and customers' products
outside of the United States; our
ability to define, design and develop products for the Cloud and 5G
markets; our ability to market our 5G products to Tier 1
infrastructure customers; the stockholder dilution and other
effects on us from, and our ability to complete (on a timely basis
or at all) and realize the anticipated benefits of, announced
acquisitions, divestitures and investments; cancellations,
rescheduling or deferrals of significant customer orders or
shipments, as well as the ability of our customers to manage
inventory; our ability to estimate customer demand and future sales
accurately; severe financial hardship or bankruptcy of one or more
of our major customers; our ability to realize the expected
benefits from restructuring activities; the effects of
transitioning to smaller geometry process technologies; the impact
of any change in the income tax laws in jurisdictions where we
operate and the loss of any beneficial tax treatment that we
currently enjoy; our ability to limit costs related to defective
products; the risk of downturns in the semiconductor industry;
risks related to our debt obligations; the outcome of pending or
future litigation and legal and regulatory proceedings; risk
related to our ESG program; our dependence on a small number of
customers; the impact and costs associated with changes in
international financial and regulatory conditions; our ability and
the ability of our customers to successfully compete in the markets
in which we serve; our ability and our customers' ability to
develop new and enhanced products and the adoption of those
products in the market; decreases in gross margin and results of
operations in the future due to a number of factors, including
inflation and volatility in foreign exchange rates; our ability to
accurately categorize our products by end markets; our ability to
scale our operations in response to changes in demand for existing
or new products and services; risks associated with acquisition and
consolidation activity in the semiconductor industry; our ability
to protect our intellectual property; our maintenance of an
effective system of internal controls; and other risks detailed in
our SEC filings from time to time. The foregoing list of factors is
not exhaustive. You should carefully consider the foregoing factors
and the other risks and uncertainties that affect our business
described in the "Risk Factors" section of our Annual Reports on
Form 10-K, Quarterly Reports on Form 10-Q and other documents filed
by us from time to time with the SEC. 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 we 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.
About Marvell
To deliver the data infrastructure technology that connects the
world, we're building solutions on the most powerful foundation:
our partnerships with our customers. Trusted by the world's leading
technology companies for 25 years, we move, store, process and
secure the world's data with semiconductor solutions designed for
our customers' current needs and future ambitions. Through a
process of deep collaboration and transparency, we're ultimately
changing the way tomorrow's enterprise, cloud, automotive, and
carrier architectures transform—for the better.
Marvell® and the Marvell logo
are registered trademarks of Marvell and/or its affiliates.
Marvell
Technology, Inc.
|
Condensed
Consolidated Statements of Operations (Unaudited)
|
(In thousands,
except per share amounts)
|
|
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
|
October
30,
2021
|
|
July 31,
2021
|
|
October
31,
2020
|
|
October
30,
2021
|
|
October
31,
2020
|
Net revenue
|
|
$
|
1,211,245
|
|
|
$
|
1,075,881
|
|
|
$
|
750,143
|
|
|
$
|
3,119,405
|
|
|
$
|
2,171,081
|
|
Cost of goods
sold
|
|
623,425
|
|
|
704,051
|
|
|
369,083
|
|
|
1,741,614
|
|
|
1,103,863
|
|
Gross profit
|
|
587,820
|
|
|
371,830
|
|
|
381,060
|
|
|
1,377,791
|
|
|
1,067,218
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
expenses:
|
|
|
|
|
|
|
|
|
|
|
Research and
development
|
|
371,894
|
|
|
367,043
|
|
|
255,637
|
|
|
1,025,037
|
|
|
812,360
|
|
Selling, general and
administrative
|
|
243,406
|
|
|
259,161
|
|
|
115,501
|
|
|
704,033
|
|
|
350,322
|
|
Restructuring related
charges
|
|
5,861
|
|
|
12,294
|
|
|
19,312
|
|
|
31,041
|
|
|
161,189
|
|
Total operating
expenses
|
|
621,161
|
|
|
638,498
|
|
|
390,450
|
|
|
1,760,111
|
|
|
1,323,871
|
|
Operating
loss
|
|
(33,341)
|
|
|
(266,668)
|
|
|
(9,390)
|
|
|
(382,320)
|
|
|
(256,653)
|
|
Interest
income
|
|
189
|
|
|
150
|
|
|
608
|
|
|
561
|
|
|
2,243
|
|
Interest
expense
|
|
(35,423)
|
|
|
(33,814)
|
|
|
(16,066)
|
|
|
(104,378)
|
|
|
(48,531)
|
|
Other income (loss),
net
|
|
999
|
|
|
(1,654)
|
|
|
299
|
|
|
568
|
|
|
3,613
|
|
Interest and other
income (loss), net
|
|
(34,235)
|
|
|
(35,318)
|
|
|
(15,159)
|
|
|
(103,249)
|
|
|
(42,675)
|
|
Loss before income
taxes
|
|
(67,576)
|
|
|
(301,986)
|
|
|
(24,549)
|
|
|
(485,569)
|
|
|
(299,328)
|
|
Benefit for income
taxes
|
|
(5,044)
|
|
|
(25,558)
|
|
|
(1,641)
|
|
|
(58,367)
|
|
|
(5,494)
|
|
Net loss
|
|
$
|
(62,532)
|
|
|
$
|
(276,428)
|
|
|
$
|
(22,908)
|
|
|
$
|
(427,202)
|
|
|
$
|
(293,834)
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share —
basic:
|
|
$
|
(0.08)
|
|
|
$
|
(0.34)
|
|
|
$
|
(0.03)
|
|
|
$
|
(0.55)
|
|
|
$
|
(0.44)
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share —
diluted:
|
|
$
|
(0.08)
|
|
|
$
|
(0.34)
|
|
|
$
|
(0.03)
|
|
|
$
|
(0.55)
|
|
|
$
|
(0.44)
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average
shares:
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
828,635
|
|
|
821,062
|
|
|
670,487
|
|
|
781,008
|
|
|
667,186
|
|
Diluted
|
|
828,635
|
|
|
821,062
|
|
|
670,487
|
|
|
781,008
|
|
|
667,186
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Marvell
Technology, Inc.
|
Condensed
Consolidated Balance Sheets (Unaudited)
|
(In
thousands)
|
|
|
|
October
30,
2021
|
|
January
30,
2021
|
Assets
|
|
|
|
|
Current
assets:
|
|
|
|
|
Cash and cash
equivalents
|
|
$
|
523,502
|
|
|
$
|
748,467
|
|
Accounts receivable,
net
|
|
978,261
|
|
|
536,668
|
|
Inventories
|
|
628,600
|
|
|
268,228
|
|
Prepaid expenses and
other current assets
|
|
114,451
|
|
|
63,782
|
|
Total current
assets
|
|
2,244,814
|
|
|
1,617,145
|
|
Property and
equipment, net
|
|
444,003
|
|
|
326,125
|
|
Goodwill
|
|
11,446,444
|
|
|
5,336,961
|
|
Acquired intangible
assets, net
|
|
6,439,106
|
|
|
2,270,700
|
|
Deferred tax
assets
|
|
528,985
|
|
|
672,424
|
|
Other non-current
assets
|
|
915,490
|
|
|
541,569
|
|
Total
assets
|
|
$
|
22,018,842
|
|
|
$
|
10,764,924
|
|
|
|
|
|
|
Liabilities and
Stockholders' Equity
|
|
|
|
|
Current
liabilities:
|
|
|
|
|
Accounts
payable
|
|
$
|
440,592
|
|
|
$
|
252,419
|
|
Accrued
liabilities
|
|
521,905
|
|
|
435,616
|
|
Accrued employee
compensation
|
|
222,835
|
|
|
189,421
|
|
Short-term
debt
|
|
52,205
|
|
|
199,641
|
|
Total current
liabilities
|
|
1,237,537
|
|
|
1,077,097
|
|
Long-term
debt
|
|
4,504,321
|
|
|
993,170
|
|
Other non-current
liabilities
|
|
590,640
|
|
|
258,853
|
|
Total
liabilities
|
|
6,332,498
|
|
|
2,329,120
|
|
|
|
|
|
|
Stockholders'
equity:
|
|
|
|
|
Common
stock
|
|
1,682
|
|
|
1,350
|
|
Additional paid-in
capital
|
|
14,148,741
|
|
|
6,331,013
|
|
Retained
earnings
|
|
1,535,921
|
|
|
2,103,441
|
|
Total stockholders'
equity
|
|
15,686,344
|
|
|
8,435,804
|
|
Total liabilities and
stockholders' equity
|
|
$
|
22,018,842
|
|
|
$
|
10,764,924
|
|
Marvell
Technology, Inc.
|
Condensed
Consolidated Statements of Cash Flows (Unaudited)
|
(In
thousands)
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
|
October
30,
2021
|
|
October
31,
2020
|
|
October
30,
2021
|
|
October
31,
2020
|
Cash flows from
operating activities:
|
|
|
|
|
|
|
|
|
Net loss
|
|
$
|
(62,532)
|
|
|
$
|
(22,908)
|
|
|
$
|
(427,202)
|
|
|
$
|
(293,834)
|
|
Adjustments to
reconcile net loss to net cash provided by operating
activities:
|
|
|
|
|
|
|
|
|
Depreciation and
amortization
|
|
71,592
|
|
|
47,834
|
|
|
189,677
|
|
|
149,922
|
|
Share-based
compensation
|
|
119,090
|
|
|
59,787
|
|
|
325,922
|
|
|
182,060
|
|
Amortization of
acquired intangible assets
|
|
279,282
|
|
|
109,433
|
|
|
684,593
|
|
|
333,934
|
|
Amortization of
inventory fair value adjustment associated with
acquisitions
|
|
21,470
|
|
|
—
|
|
|
191,030
|
|
|
17,284
|
|
Amortization of
deferred debt issuance costs and debt discounts
|
|
3,750
|
|
|
1,359
|
|
|
19,031
|
|
|
3,217
|
|
Restructuring related
impairment charges
|
|
1,049
|
|
|
6,013
|
|
|
5,205
|
|
|
123,559
|
|
Other expense,
net
|
|
13,464
|
|
|
6,396
|
|
|
60,053
|
|
|
19,448
|
|
Deferred income
taxes
|
|
(15,984)
|
|
|
859
|
|
|
(67,570)
|
|
|
415
|
|
Changes in assets and
liabilities, net of acquisition:
|
|
|
|
|
|
|
|
|
Accounts
receivable
|
|
(192,229)
|
|
|
(6,729)
|
|
|
(341,444)
|
|
|
2,075
|
|
Inventories
|
|
(118,388)
|
|
|
(5,984)
|
|
|
(200,675)
|
|
|
29,817
|
|
Prepaid expenses and
other assets
|
|
(19,149)
|
|
|
(5,677)
|
|
|
(65,339)
|
|
|
(8,692)
|
|
Accounts
payable
|
|
93,200
|
|
|
5,121
|
|
|
93,788
|
|
|
34,768
|
|
Accrued liabilities
and other non-current liabilities
|
|
761
|
|
|
5,289
|
|
|
(7,004)
|
|
|
26,817
|
|
Accrued employee
compensation
|
|
69,289
|
|
|
56,741
|
|
|
12,980
|
|
|
38,202
|
|
Net cash provided by
operating activities
|
|
264,665
|
|
|
257,534
|
|
|
473,045
|
|
|
658,992
|
|
Cash flows from
investing activities:
|
|
|
|
|
|
|
|
|
Purchases of
technology licenses
|
|
(2,731)
|
|
|
(1,712)
|
|
|
(9,371)
|
|
|
(8,476)
|
|
Purchases of property
and equipment
|
|
(76,804)
|
|
|
(35,359)
|
|
|
(130,483)
|
|
|
(88,242)
|
|
Acquisitions, net of
cash acquired
|
|
60,436
|
|
|
—
|
|
|
(3,539,729)
|
|
|
—
|
|
Other, net
|
|
(53)
|
|
|
(476)
|
|
|
(2,457)
|
|
|
223
|
|
Net cash used in
investing activities
|
|
(19,152)
|
|
|
(37,547)
|
|
|
(3,682,040)
|
|
|
(96,495)
|
|
Cash flows from
financing activities:
|
|
|
|
|
|
|
|
|
Repurchases of common
stock
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(25,202)
|
|
Proceeds from employee
stock plans
|
|
2,428
|
|
|
2,256
|
|
|
42,784
|
|
|
50,490
|
|
Tax withholding paid
on behalf of employees for net share settlement
|
|
(52,851)
|
|
|
(25,912)
|
|
|
(169,001)
|
|
|
(82,626)
|
|
Dividend payments to
stockholders
|
|
(50,429)
|
|
|
(40,229)
|
|
|
(140,318)
|
|
|
(120,111)
|
|
Payments on technology
license obligations
|
|
(30,551)
|
|
|
(34,285)
|
|
|
(97,858)
|
|
|
(76,794)
|
|
Proceeds from issuance
of debt
|
|
—
|
|
|
—
|
|
|
3,806,096
|
|
|
—
|
|
Principal payments of
debt
|
|
(150,938)
|
|
|
(100,000)
|
|
|
(425,938)
|
|
|
(100,000)
|
|
Payment for
repurchases and settlement of convertible notes
|
|
(316)
|
|
|
—
|
|
|
(181,207)
|
|
|
—
|
|
Proceeds from capped
calls
|
|
33
|
|
|
—
|
|
|
160,319
|
|
|
—
|
|
Payment of equity and
debt financing costs
|
|
(7)
|
|
|
(22,313)
|
|
|
(11,850)
|
|
|
(22,313)
|
|
Other, net
|
|
1,003
|
|
|
1,003
|
|
|
1,003
|
|
|
(1,504)
|
|
Net cash provided by
(used in) financing activities
|
|
(281,628)
|
|
|
(219,480)
|
|
|
2,984,030
|
|
|
(378,060)
|
|
Net increase (decrease)
in cash and cash equivalents
|
|
(36,115)
|
|
|
507
|
|
|
(224,965)
|
|
|
184,437
|
|
Cash and cash
equivalents at beginning of period
|
|
559,617
|
|
|
831,534
|
|
|
748,467
|
|
|
647,604
|
|
Cash and cash
equivalents at end of period
|
|
$
|
523,502
|
|
|
$
|
832,041
|
|
|
$
|
523,502
|
|
|
$
|
832,041
|
|
Marvell
Technology, Inc.
|
Reconciliations
from GAAP to Non-GAAP (Unaudited)
|
(In thousands,
except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
|
October
30,
2021
|
|
July 31,
2021
|
|
October
31,
2020
|
|
October
30,
2021
|
|
October
31,
2020
|
GAAP gross
profit:
|
|
$
|
587,820
|
|
|
$
|
371,830
|
|
|
$
|
381,060
|
|
|
$
|
1,377,791
|
|
|
$
|
1,067,218
|
|
Special
items:
|
|
|
|
|
|
|
|
|
|
|
Share-based
compensation
|
|
9,370
|
|
|
2,665
|
|
|
4,435
|
|
|
21,838
|
|
|
12,055
|
|
Amortization of
acquired intangible assets
|
|
169,691
|
|
|
167,253
|
|
|
83,078
|
|
|
430,756
|
|
|
254,870
|
|
Other cost of goods
sold (a)
|
|
21,470
|
|
|
155,840
|
|
|
4,296
|
|
|
191,033
|
|
|
34,488
|
|
Total special
items
|
|
200,531
|
|
|
325,758
|
|
|
91,809
|
|
|
643,627
|
|
|
301,413
|
|
Non-GAAP gross
profit
|
|
$
|
788,351
|
|
|
$
|
697,588
|
|
|
$
|
472,869
|
|
|
$
|
2,021,418
|
|
|
$
|
1,368,631
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP gross
margin
|
|
48.5
|
%
|
|
34.6
|
%
|
|
50.8
|
%
|
|
44.2
|
%
|
|
49.2
|
%
|
Non-GAAP gross
margin
|
|
65.1
|
%
|
|
64.8
|
%
|
|
63.0
|
%
|
|
64.8
|
%
|
|
63.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total GAAP operating
expenses
|
|
$
|
621,161
|
|
|
$
|
638,498
|
|
|
$
|
390,450
|
|
|
$
|
1,760,111
|
|
|
$
|
1,323,871
|
|
Special
items:
|
|
|
|
|
|
|
|
|
|
|
Share-based
compensation
|
|
(109,720)
|
|
|
(111,440)
|
|
|
(55,352)
|
|
|
(320,950)
|
|
|
(170,005)
|
|
Restructuring related
charges (b)
|
|
(5,861)
|
|
|
(12,294)
|
|
|
(19,312)
|
|
|
(31,041)
|
|
|
(161,189)
|
|
Amortization of
acquired intangible assets
|
|
(109,591)
|
|
|
(109,419)
|
|
|
(26,355)
|
|
|
(253,837)
|
|
|
(79,064)
|
|
Other operating
expenses (c)
|
|
(25,460)
|
|
|
(38,948)
|
|
|
(9,490)
|
|
|
(111,092)
|
|
|
(37,018)
|
|
Total special
items
|
|
(250,632)
|
|
|
(272,101)
|
|
|
(110,509)
|
|
|
(716,920)
|
|
|
(447,276)
|
|
Total non-GAAP
operating expenses
|
|
$
|
370,529
|
|
|
$
|
366,397
|
|
|
$
|
279,941
|
|
|
$
|
1,043,191
|
|
|
$
|
876,595
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP operating
margin
|
|
(2.8)
|
%
|
|
(24.8)
|
%
|
|
(1.3)
|
%
|
|
(12.3)
|
%
|
|
(11.8)
|
%
|
Other cost of goods
sold (a)
|
|
1.8
|
%
|
|
14.5
|
%
|
|
0.6
|
%
|
|
6.1
|
%
|
|
1.6
|
%
|
Share-based
compensation
|
|
9.8
|
%
|
|
10.6
|
%
|
|
8.0
|
%
|
|
11.0
|
%
|
|
8.4
|
%
|
Restructuring related
charges (b)
|
|
0.5
|
%
|
|
1.1
|
%
|
|
2.6
|
%
|
|
1.0
|
%
|
|
7.4
|
%
|
Amortization of
acquired intangible assets
|
|
23.1
|
%
|
|
25.7
|
%
|
|
14.6
|
%
|
|
21.9
|
%
|
|
15.4
|
%
|
Other operating
expenses (c)
|
|
2.1
|
%
|
|
3.7
|
%
|
|
1.2
|
%
|
|
3.7
|
%
|
|
1.7
|
%
|
Non-GAAP operating
margin
|
|
34.5
|
%
|
|
30.8
|
%
|
|
25.7
|
%
|
|
31.4
|
%
|
|
22.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP interest and
other income (loss), net
|
|
$
|
(34,235)
|
|
|
$
|
(35,318)
|
|
|
$
|
(15,159)
|
|
|
$
|
(103,249)
|
|
|
$
|
(42,675)
|
|
Special
items:
|
|
|
|
|
|
|
|
|
|
|
Debt issuance related
costs and other (d)
|
|
(98)
|
|
|
3,022
|
|
|
(549)
|
|
|
19,825
|
|
|
(115)
|
|
Total special
items
|
|
(98)
|
|
|
3,022
|
|
|
(549)
|
|
|
19,825
|
|
|
(115)
|
|
Total non-GAAP
interest and other income (loss), net
|
|
$
|
(34,333)
|
|
|
$
|
(32,296)
|
|
|
$
|
(15,708)
|
|
|
$
|
(83,424)
|
|
|
$
|
(42,790)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP net
loss
|
|
$
|
(62,532)
|
|
|
$
|
(276,428)
|
|
|
$
|
(22,908)
|
|
|
$
|
(427,202)
|
|
|
$
|
(293,834)
|
|
Special
items:
|
|
|
|
|
|
|
|
|
|
|
Other cost of goods
sold (a)
|
|
21,470
|
|
|
155,840
|
|
|
4,296
|
|
|
191,033
|
|
|
34,488
|
|
Share-based
compensation
|
|
119,090
|
|
|
114,105
|
|
|
59,787
|
|
|
342,788
|
|
|
182,060
|
|
Restructuring related
charges (b)
|
|
5,861
|
|
|
12,294
|
|
|
19,312
|
|
|
31,041
|
|
|
161,189
|
|
Other operating
expenses (c)
|
|
25,460
|
|
|
38,948
|
|
|
9,490
|
|
|
111,092
|
|
|
37,018
|
|
Amortization of
acquired intangible assets
|
|
279,282
|
|
|
276,672
|
|
|
109,433
|
|
|
684,593
|
|
|
333,934
|
|
Debt issuance related
costs and other (d)
|
|
(98)
|
|
|
3,022
|
|
|
(549)
|
|
|
19,825
|
|
|
(115)
|
|
Pre-tax total special
items
|
|
451,065
|
|
|
600,881
|
|
|
201,769
|
|
|
1,380,372
|
|
|
748,574
|
|
Other income tax
effects and adjustments (e)
|
|
(24,218)
|
|
|
(40,503)
|
|
|
(10,502)
|
|
|
(103,106)
|
|
|
(27,957)
|
|
Non-GAAP net
income
|
|
$
|
364,315
|
|
|
$
|
283,950
|
|
|
$
|
168,359
|
|
|
$
|
850,064
|
|
|
$
|
426,783
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP weighted average
shares — basic
|
|
828,635
|
|
|
821,062
|
|
|
670,487
|
|
|
781,008
|
|
|
667,186
|
|
GAAP weighted average
shares — diluted
|
|
828,635
|
|
|
821,062
|
|
|
670,487
|
|
|
781,008
|
|
|
667,186
|
|
Non-GAAP weighted
average shares — diluted (f)
|
|
845,937
|
|
|
836,648
|
|
|
682,724
|
|
|
796,790
|
|
|
677,273
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP diluted net loss
per share
|
|
$
|
(0.08)
|
|
|
$
|
(0.34)
|
|
|
$
|
(0.03)
|
|
|
$
|
(0.55)
|
|
|
$
|
(0.44)
|
|
Non-GAAP diluted net
income per share
|
|
$
|
0.43
|
|
|
$
|
0.34
|
|
|
$
|
0.25
|
|
|
$
|
1.07
|
|
|
$
|
0.63
|
|
|
|
(a)
|
Other costs of goods
sold includes amortization of acquired inventory fair value
adjustments.
|
|
|
(b)
|
Restructuring and
other related items include asset impairment charges, employee
severance costs, facilities related charges, and other.
|
|
|
(c)
|
Other operating
expenses include integration and merger costs associated with
acquisitions.
|
|
|
(d)
|
Debt issuance related
costs and other includes the partial term loan repayment and bridge
financing.
|
|
|
(e)
|
Other income tax
effects and adjustments relate to tax provision based on a non-GAAP
income tax rate of 5.0%.
|
|
|
(f)
|
Non-GAAP diluted
weighted average shares differs from GAAP diluted weighted average
shares due to the non-GAAP net income reported.
|
Marvell
Technology, Inc.
|
Outlook for
the Fourth Quarter of Fiscal Year 2022
|
Reconciliations
from GAAP to Non-GAAP (Unaudited)
|
(In
millions, except per share amounts)
|
|
|
|
|
|
Outlook for Three
Months Ended
January 29,
2022
|
GAAP net
revenue
|
$1,320 +/-
3%
|
Special
items:
|
—
|
Non-GAAP net
revenue
|
$1,320 +/-
3%
|
|
|
GAAP gross
margin
|
47.9% -
49.8%
|
Special
items:
|
|
Share-based
compensation
|
0.8%
|
Amortization of
acquired intangible assets
|
13.8%
|
Other costs of goods
sold
|
1.6%
|
Non-GAAP gross
margin
|
~
65%
|
|
|
Total GAAP
operating expenses
|
$630 -
$640
|
Special
items:
|
|
Share-based
compensation
|
126
|
Amortization of
acquired intangible assets
|
111
|
Restructuring related
charges
|
2
|
Other operating
expenses
|
3
|
Total non-GAAP
operating expenses
|
$390 -
$395
|
|
|
|
|
GAAP diluted net
loss per share
|
$(0.03) +/-
$0.04
|
Special
items:
|
|
Share-based
compensation
|
0.16
|
Amortization of
acquired intangible assets
|
0.37
|
Other income tax
effects and adjustments
|
(0.02)
|
Non-GAAP diluted net
income per share
|
$0.48 +/-
$0.03
|
Quarterly Revenue Trend (Unaudited)
Our product solutions serve five large end markets where our
technology is essential: (i) data center, (ii) carrier
infrastructure, (iii) enterprise networking, (iv) consumer, and (v)
automotive/industrial. These markets and their corresponding
customer products and applications are noted in the table
below:
End
market
|
Customer products
and applications
|
Data
center
|
• • • • • • •
|
Cloud and on-premise
Artificial intelligence (AI) systems
Cloud and on-premise ethernet switching
Cloud and on-premise network-attached storage (NAS)
Cloud and on-premise servers
Cloud and on-premise storage area networks
Cloud and on-premise storage systems
Data center interconnect (DCI)
|
Carrier
infrastructure
|
• • • • •
|
Digital Subscriber
Line Access Multiplexers (DSLAMs)
Ethernet switches
Optical transport systems
Routers
Wireless radio access network (RAN) systems
|
Enterprise
networking
|
• • • • •
|
Campus and small
medium enterprise routers
Campus and small medium enterprise ethernet switches
Campus and small medium enterprise wireless access points
(WAPs)
Network appliances (firewalls, and load balancers)
Workstations
|
Consumer
|
• • • • • • •
|
Broadband gateways
and routers
Gaming consoles
Home data storage
Home wireless access points (WAPs)
Personal Computers (PCs)
Printers
Set-top boxes
|
Automotive/industrial
|
• • • • • •
|
Advanced
driver-assistance systems (ADAS)
Autonomous vehicles (AV)
In-vehicle networking
Industrial ethernet switches
United States military and government solutions
Video surveillance
|
Quarterly Revenue
Trend (Unaudited) (Continued)
|
|
|
Three Months
Ended
|
|
%
Change
|
Revenue by End
Market (In thousands)
|
October
30,
2021*
|
|
July
31,
2021
|
|
October
31,
2020
|
|
YoY
|
|
QoQ
|
Data
center
|
$
|
499,748
|
|
|
$
|
433,722
|
|
|
$
|
239,159
|
|
|
109
|
%
|
|
15
|
%
|
Carrier
infrastructure
|
215,108
|
|
|
196,656
|
|
|
168,584
|
|
|
28
|
%
|
|
9
|
%
|
Enterprise
networking
|
247,210
|
|
|
222,732
|
|
|
158,933
|
|
|
56
|
%
|
|
11
|
%
|
Consumer
|
182,535
|
|
|
165,380
|
|
|
152,269
|
|
|
20
|
%
|
|
10
|
%
|
Automotive/industrial
|
66,644
|
|
|
57,391
|
|
|
31,198
|
|
|
114
|
%
|
|
16
|
%
|
Total Net
Revenue
|
$
|
1,211,245
|
|
|
$
|
1,075,881
|
|
|
$
|
750,143
|
|
|
61
|
%
|
|
13
|
%
|
|
*Results for the
three months ended October 30, 2021 include total Innovium revenue
from the period of October 5, 2021 to October 30,
2021.
|
|
|
|
|
|
Three Months
Ended
|
Revenue by End
Market % of Total
|
|
|
|
|
October
30,
2021
|
|
July
31,
2021
|
|
October
31,
2020
|
Data
center
|
|
|
|
|
41
|
%
|
|
40
|
%
|
|
32
|
%
|
Carrier
infrastructure
|
|
|
|
|
18
|
%
|
|
18
|
%
|
|
23
|
%
|
Enterprise
networking
|
|
|
|
|
20
|
%
|
|
21
|
%
|
|
21
|
%
|
Consumer
|
|
|
|
|
15
|
%
|
|
16
|
%
|
|
20
|
%
|
Automotive/industrial
|
|
|
|
|
6
|
%
|
|
5
|
%
|
|
4
|
%
|
Total Net
Revenue
|
|
|
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
For further information, contact:
Ashish Saran
Vice President, Investor Relations
408-222-0777
ir@marvell.com
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SOURCE Marvell