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Marvell Technology Group (MRVL)

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MRVL » Topics » Past acquisitions and any future acquisitions or transactions may not be successful.

This excerpt taken from the MRVL 10-Q filed Jul 9, 2007.

Past acquisitions and any future acquisitions or transactions may not be successful.

We expect to continue to make acquisitions of, and investments in, businesses that offer complementary products, services and technologies, augment our market segment coverage, or enhance our technological capabilities. We may also enter into strategic alliances or joint ventures to achieve these goals. We cannot assure you that we will be able to identify suitable acquisition, investment, alliance, or joint venture opportunities or that we will be able to consummate any such transactions or relationships on terms and conditions acceptable to us, or that such transactions or relationships will be successful.

Any transactions or relationships will be accompanied by the risks commonly encountered with those matters. Risks that could have a material adverse affect on our business, results of operations or financial condition include, among other things:

· the difficulty of assimilating the operations and personnel of acquired businesses;

· the potential disruption of our ongoing business;

· the distraction of management from our business;

· the potential inability of management to maximize our financial and strategic position as a result of an acquisition;

· the potential for costs and delays in implementing, and the potential difficulty in maintaining uniform standards, controls, procedures and policies, including the integration of different information systems;

· the impairment of relationships with employees and customers as a result of any integration of new management personnel;

· the risk of entering market segments in which we have no or limited direct prior experience and where competitors in such market segments have stronger market segment positions;

· the risk that there could be deficiencies in the internal control of any acquired company or investments that could result in a material weakness in our overall internal controls taken as a whole;

· the potential loss of key employees of an acquired company; and

· the potential dilution of earnings through acquisitions and options granted to employees of acquired companies or businesses

Our ability to realize the expected benefits of our acquisition of the communications and application processor business of Intel Corporation and to eliminate the operating losses of that business will depend in large part on our ability to transition the manufacturing of that business’ products from Intel to third-party foundries, increase the gross margin of those products, and retain the business’ relationship with its principal customers, as well as the factors described above relating to our ability to integrate effectively the acquired business and its technologies, operations and personnel.

A significant portion of our business is dependent on the hard disk drive industry, which is highly cyclical, experiences rapid technological change, and is facing increased competition from alternate technologies.

The hard disk drive industry is intensely competitive, and the technology changes rapidly. As a result, this industry is highly cyclical, with periods of increased demand and rapid growth followed by periods of oversupply and subsequent contraction. These cycles may affect us because our customers are suppliers to this industry. Hard disk drive manufacturers tend to order more components than they may need during growth periods, and sharply reduce orders for components during periods of contraction. In addition, advances in existing technologies and the introduction of new technologies may result in lower demand for disk drive storage devices, thereby reducing demand for our products. Rapid technological changes in the hard disk drive industry often result in significant and rapid shifts in market share among the industry’s participants. If the hard disk drive manufacturers using our products do not retain or increase their market share, our sales may decrease.

technologies. However, flash memory manufacturers have been reducing the prices for their products, which could enable them to complete more effectively with very small form factor hard disk drive products. Demand for hard disk drives could be reduced if alternative storage technologies such as flash memory can meet customers’ cost and capacity requirements.

We depend on a small number of large customers for a significant portion of our sales. The loss of, or a significant reduction or cancellation in sales to, any key customer would significantly reduce our revenues.

In the first quarter of fiscal 2008, approximately 27% of our net revenue was derived from sales to two customers, each of which individually accounted for 10% or more of our net revenue during this period. Of these customers, Western Digital accounted for approximately 16% and Samsung accounted for approximately 11%. No distributor accounted for more than 10% of our net revenue during the first quarter of fiscal 2008. Sales to our largest customers have fluctuated significantly from period to period primarily due to the timing and number of design wins with each customer, as well as the continued diversification of our customer base as we expand into new markets, and will likely continue to fluctuate dramatically in the future. The loss of any of our largest customers, a significant reduction in sales we make to them, or any problems we encounter collecting amounts due from them would likely seriously harm our financial condition and results of operations. Our operating results in the foreseeable future will continue to depend on sales to a relatively small number of customers, as well as the ability of these customers to sell products that incorporate our products. In the future, these customers may decide not to purchase our products at all, purchase fewer products than they did in the past, or alter their purchasing patterns in some other way, particularly because:

· substantially all of our sales are made on a purchase order basis, which permits our customers to cancel, change or delay product purchase commitments with little or no notice to us and without penalty;

· our customers may develop their own solutions;

· our customers may purchase integrated circuits from our competitors; or

· our customers may discontinue sales or lose market share in the markets for which they purchase our products.

This excerpt taken from the MRVL 10-K filed Jul 2, 2007.

Past acquisitions and any future acquisitions or transactions may not be successful.

· the difficulty of assimilating the operations and personnel of acquired businesses;

· the potential disruption of our ongoing business;

· the distraction of management from our business;

· the potential inability of management to maximize our financial and strategic position as a result of an acquisition;

· the impairment of relationships with employees and customers as a result of any integration of new management personnel;

· the risk of entering market segments in which we have no or limited direct prior experience and where competitors in such market segments have stronger market segment positions;

· the risk that there could be deficiencies in the internal control of any acquired company or investments that could result in a material weakness in our overall internal controls taken as a whole;

· the potential loss of key employees of an acquired company; and

· the potential dilution of earnings through acquisitions and options granted to employees of acquired companies or businesses.

in large part on our ability to transition the manufacturing of that business’ products from Intel to third-party foundries, increase the gross margin of those products, and retain the business’ relationship with its principal customers, as well as the factors described above relating to our ability to integrate effectively the acquired business and its technologies, operations and personnel.

This excerpt taken from the MRVL 10-Q filed Jul 2, 2007.

Past acquisitions and any future acquisitions or transactions may not be successful.

· the difficulty of assimilating the operations and personnel of acquired businesses;

· the potential disruption of our ongoing business;

· the distraction of management from our business;

· the potential inability of management to maximize our financial and strategic position as a result of an acquisition;

· the impairment of relationships with employees and customers as a result of any integration of new management personnel;

· the risk of entering market segments in which we have no or limited direct prior experience and where competitors in such market segments have stronger market segment positions;

· the risk that there could be deficiencies in the internal control of any acquired company or investments that could result in a material weakness in our overall internal controls taken as a whole;

· the potential loss of key employees of an acquired company; and

· the potential dilution of earnings through acquisitions and options granted to employees of acquired companies or businesses.

In the first six months of fiscal 2007, approximately 51% of our net revenue was derived from sales to four customers, each of which individually accounted for 10% or more of our net revenue during this period. Of these customers, Western Digital accounted for approximately 15%, Samsung accounted for approximately 13%, Toshiba accounted for approximately 12% and Fujitsu accounted for approximately 11%. No distributor accounted for 10% of our net revenue during the first six months of fiscal 2007. Sales to our largest customers have fluctuated significantly from period to period primarily due to the timing and number of design wins with each customer, as well as the continued diversification of our customer base as we expand into new markets, and will likely continue to fluctuate dramatically in the future. The loss of any of our largest customers, a significant reduction in sales we make to them, or any problems we encounter collecting amounts due from them would likely seriously harm our financial condition and results of operations. Our operating results in the foreseeable future will continue to depend on sales to a relatively small number of customers, as well as the ability of these customers to sell products that incorporate our products. In the future, these customers may decide not to purchase our products at all, purchase fewer products than they did in the past, or alter their purchasing patterns in some other way, particularly because:

· our customers may develop their own solutions;

· our customers may purchase integrated circuits from our competitors; or

· our customers may discontinue sales or lose market share in the markets for which they purchase our products.

This excerpt taken from the MRVL 10-Q filed Jul 2, 2007.

Past acquisitions and any future acquisitions or transactions may not be successful.

· the difficulty of assimilating the operations and personnel of acquired businesses;

· the potential disruption of our ongoing business;

· the distraction of management from our business;

· the potential inability of management to maximize our financial and strategic position as a result of an acquisition;

· the impairment of relationships with employees and customers as a result of any integration of new management personnel;

· the risk of entering market segments in which we have no or limited direct prior experience and where competitors in such market segments have stronger market segment positions;

· the risk that there could be deficiencies in the internal control of any acquired company or investments that could result in a material weakness in our overall internal controls taken as a whole;

· the potential loss of key employees of an acquired company; and

· the potential dilution of earnings through acquisitions and options granted to employees of acquired companies or businesses.

Future changes in the nature of information storage products may reduce demand for traditional hard disk drives. For instance, products using alternative technologies, such as semiconductor memory, optical storage, and other storage technologies could become a significant source of competition to manufacturers of hard disk drives. Flash memory has typically been more costly than disk drive technologies. However, flash memory manufacturers have been reducing the prices for their products, which could enable them to complete more effectively with very small form factor hard disk drive products. Demand for hard disk drives could be reduced if alternative storage technologies such as flash memory can meet customers’ cost and capacity requirements.

In the first three months of fiscal 2007, approximately 53% of our net revenue was derived from sales to four customers, each of which individually accounted for 10% or more of our net revenue during this period. Of these customers, Western Digital accounted for approximately 15%, Toshiba accounted for approximately 13%, Samsung accounted for approximately 13% and Fujitsu accounted for approximately 12%. No distributor accounted for 10% of our net revenue during the first three months of fiscal 2007. Sales to our largest customers have fluctuated significantly from period to period primarily due to the timing and number of design wins with each customer, as well as the continued diversification of our customer base as we expand into new markets, and will likely continue to fluctuate dramatically in the future. The loss of any of our largest customers, a significant reduction in sales we make to them, or any problems we encounter collecting amounts due from them would likely seriously harm our financial condition and results of operations. Our operating results in the foreseeable future will continue to depend on sales to a relatively small number of customers, as well as the ability of these customers to sell products that incorporate our products. In the future, these customers may decide not to purchase our products at all, purchase fewer products than they did in the past, or alter their purchasing patterns in some other way, particularly because:

· our customers may develop their own solutions;

· our customers may purchase integrated circuits from our competitors; or

· our customers may discontinue sales or lose market share in the markets for which they purchase our products.

This excerpt taken from the MRVL 10-Q filed Jul 2, 2007.

Past acquisitions and any future acquisitions or transactions may not be successful.

· the difficulty of assimilating the operations and personnel of acquired businesses;

· the potential disruption of our ongoing business;

· the distraction of management from our business;

· the potential inability of management to maximize our financial and strategic position as a result of an acquisition;

· the impairment of relationships with employees and customers as a result of any integration of new management personnel;

· the risk of entering market segments in which we have no or limited direct prior experience and where competitors in such market segments have stronger market segment positions;

· the risk that there could be deficiencies in the internal control of any acquired company or investments that could result in a material weakness in our overall internal controls taken as a whole;

· the potential loss of key employees of an acquired company; and

· the potential dilution of earnings through acquisitions and options granted to employees of acquired companies or businesses.

In the first nine months of fiscal 2007, approximately 51% of our net revenue was derived from sales to four customers, each of which individually accounted for 10% or more of our net revenue during this period. Of these customers, Western Digital accounted for approximately 16%, Samsung accounted for approximately 13%, Toshiba accounted for approximately 12%, and Fujitsu accounted for approximately 10%. No distributor accounted for 10% of our net revenue during the first six months of fiscal 2007. Sales to our largest customers have fluctuated significantly from period to period primarily due to the timing and number of design wins with each customer, as well as the continued diversification of our customer base as we expand into new markets, and will likely continue to fluctuate dramatically in the future. The loss of any of our largest customers, a significant reduction in sales we make to them, or any problems we encounter collecting amounts due from them would likely seriously harm our financial condition and results of operations. Our operating results in the foreseeable future will continue to depend on sales to a relatively small number of customers, as well as the ability of these customers to sell products that incorporate our products. In the future, these customers may decide not to purchase our products at all, purchase fewer products than they did in the past, or alter their purchasing patterns in some other way, particularly because:

· our customers may develop their own solutions;

· our customers may purchase integrated circuits from our competitors; or

· our customers may discontinue sales or lose market share in the markets for which they purchase our products.

This excerpt taken from the MRVL 10-Q filed Jun 8, 2006.

Past acquisitions and any future acquisitions or transactions may not be successful.

· the difficulty of assimilating the operations and personnel of acquired businesses;

· the potential disruption of our ongoing business;

· the distraction of management from our business;

· the potential inability of management to maximize our financial and strategic position as a result of an acquisition;

· the impairment of relationships with employees and customers as a result of any integration of new management personnel;

· the risk of entering market segments in which we have no or limited direct prior experience and where competitors in such market segments have stronger market segment positions;

· the risk that there could be deficiencies in the internal control of any acquired company or investments that could result in a material weakness in our overall internal controls taken as a whole;

· the potential loss of key employees of an acquired company; and

· the potential dilution of earnings through acquisitions and options granted to employees of acquired companies or businesses

Our ability to realize the expected benefits of our pending acquisition of the printer semiconductor business of Avago Technologies Limited will depend in large part on our ability to retain the business’ relationship with its principal customer, as well as the factors described above relating to our ability to integrate effectively the acquired business and its technologies, operations and personnel.

This excerpt taken from the MRVL 10-K filed Apr 13, 2006.

Past acquisitions and any future acquisitions or transactions may not be successful.

· the difficulty of assimilating the operations and personnel of acquired businesses;

· the potential disruption of our ongoing business;

· the distraction of management from our business;

· the potential inability of management to maximize our financial and strategic position as a result of an acquisition;

· the impairment of relationships with employees and customers as a result of any integration of new management personnel;

· the risk of entering market segments in which we have no or limited direct prior experience and where competitors in such market segments have stronger market segment positions;

· the risk that there could be deficiencies in the internal control of any acquired company or investments that could result in a material weakness in our overall internal controls taken as a whole;

· the potential loss of key employees of an acquired company; and

· the potential dilution of earnings through acquisitions and options granted to employees of acquired companies or businesses

This excerpt taken from the MRVL 10-Q filed Dec 7, 2005.

Past acquisitions and any future acquisitions or transactions may not be successful.

• the difficulty of assimilating the operations and personnel of acquired businesses;

• the potential disruption of our ongoing business;

• the distraction of management from our business;

• the potential inability of management to maximize our financial and strategic position as a result of an acquisition;

• the potential difficulty maintaining uniform standards, controls, procedures and policies;

• the impairment of relationships with employees and customers as a result of any integration of new management personnel;

• the risk of entering market segments in which we have no or limited direct prior experience and where competitors in such market segments have stronger market segment positions;

• the risk that there could be deficiencies in the internal control of any acquired company or investments that could result in a material weakness in our overall internal controls taken as a whole; and

• the potential loss of key employees of an acquired company.

This excerpt taken from the MRVL 10-Q filed Sep 8, 2005.

Past acquisitions and any future acquisitions or transactions may not be successful.

investment, alliance, or joint venture opportunities or that we will be able to consummate any such transactions or relationships on terms and conditions acceptable to us, or that such transactions or relationships will be successful.

• the difficulty of assimilating the operations and personnel of acquired businesses;

• the potential disruption of our ongoing business;

• the distraction of management from our business;

• the potential inability of management to maximize our financial and strategic position as a result of an acquisition;

• the potential difficulty maintaining uniform standards, controls, procedures and policies;

• the impairment of relationships with employees and customers as a result of any integration of new management personnel;

• the risk of entering market segments in which we have no or limited direct prior experience and where competitors in such market segments have stronger market segment positions;

• the potential loss of key employees of an acquired company.

This excerpt taken from the MRVL 10-Q filed Jun 9, 2005.

Past acquisitions and any future acquisitions or transactions may not be successful.

• the difficulty of assimilating the operations and personnel of acquired businesses;

• the potential disruption of our ongoing business;

• the distraction of management from our business;

• the potential inability of management to maximize our financial and strategic position as a result of an acquisition;

• the potential difficulty maintaining uniform standards, controls, procedures and policies;

• the impairment of relationships with employees and customers as a result of any integration of new management personnel;

• the risk of entering market segments in which we have no or limited direct prior experience and where competitors in such market segments have stronger market segment positions;

• the potential loss of key employees of an acquired company.

EXCERPTS ON THIS PAGE:

10-Q	Jul 9, 2007

10-K	Jul 2, 2007

10-Q	Jul 2, 2007

10-Q	Jul 2, 2007

10-Q	Jul 2, 2007

10-Q	Jun 8, 2006

10-K	Apr 13, 2006

10-Q	Dec 7, 2005

10-Q	Sep 8, 2005

10-Q	Jun 9, 2005

Marvell Technology Group (MRVL)

MRVL » Topics » Past acquisitions and any future acquisitions or transactions may not be successful.

EXCERPTS ON THIS PAGE:

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