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Marvell Technology Group Ltd. Reports Second Quarter of Fiscal Year 2018 Financial Results

August 24, 2017 4:05 PM

SANTA CLARA, Calif., Aug. 24, 2017 /PRNewswire/ -- Marvell Technology Group Ltd. (NASDAQ: MRVL), a leader in storage, networking and connectivity semiconductor solutions, today reported financial results for the second fiscal quarter of fiscal year 2018. Revenue for the second quarter of fiscal 2018 was $605 million, which exceeded the midpoint of the Company's guidance provided on May 25, 2017.

GAAP net income from continuing operations for the second quarter of fiscal 2018 was $135 million, or $0.26 per share. Non-GAAP net income from continuing operations for the second quarter of fiscal 2018 was $153 million, or $0.30 per diluted share. Cash flow from operations for the second quarter was $101 million.

"I am pleased to report that our second quarter results demonstrated Marvell's continued transformation as a company, achieving revenue above the midpoint of our guidance, improved profitability and continued return of capital to shareholders," said Matt Murphy, Marvell's President and CEO. "I'm proud of our team -- in a competitive environment, we are delivering innovative solutions that our customers clearly value."

Third Quarter of Fiscal 2018 Financial Outlook

  • Revenue is expected to be $595 million to $625 million.
  • GAAP and non-GAAP gross margins are expected to be approximately 61% to 62%.
  • GAAP operating expenses are expected to be $230 million to $240 million.
  • Non-GAAP operating expenses are expected to be $205 million to $210 million.
  • GAAP diluted EPS from continuing operations is expected to be in the range of $0.25 to $0.31 per share.
  • Non-GAAP diluted EPS from continuing operations is expected to be in the range of $0.30 to $0.34 per share.

Discontinued Operations

The Company's financial results for prior periods presented herein have been recast to reflect certain businesses that were classified as discontinued operations during the fourth quarter of fiscal year 2017 and second quarter of fiscal year 2018.

Conference Call

Marvell will conduct a conference call on Thursday, August 24, 2017 at 1:45 p.m. Pacific Time to discuss results for the second quarter of fiscal 2018. Interested parties may join the conference call by dialing 1-844-647-5488 or 1-615-247-0258, pass-code 57564938. The call will be webcast by Thomson Reuters and can be accessed at the Marvell Investor Relations website at http://investor.marvell.com/ with a replay available following the call until September 1, 2017.

Discussion of Non-GAAP Financial Measures

Non-GAAP financial measures exclude the effect of share-based compensation expense, amortization and write-off of acquired intangible assets, acquisition-related costs, restructuring and other related charges, litigation settlement, 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 operating performance.

In fiscal 2018, Marvell began using 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 second quarter of fiscal 2018, a non-GAAP tax rate of 4% has been applied to the non-GAAP financial results.

Non-GAAP diluted net income per share from continuing operations is calculated by dividing non-GAAP net income from continuing operations by non-GAAP weighted average shares outstanding (diluted). For purposes of calculating non-GAAP diluted net income per share, the GAAP weighted average shares outstanding (diluted) is adjusted to exclude the potential benefits of share-based compensation expected to be incurred in future periods but not yet recognized in the financial statements. The expected compensation costs are treated as additional proceeds assumed to be used to repurchase shares under the GAAP treasury stock method.

Marvell believes that the presentation of non-GAAP financial measures provide 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. Marvell expects to continue to incur expenses similar to the non-GAAP adjustments described above, and exclusion of these items from Marvell's non-GAAP net income should not be construed as an inference that these costs are unusual, infrequent or non-recurring.

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, including: Marvell's expectations regarding its third quarter of fiscal 2018 financial outlook; and Marvell's use of non-GAAP financial measures as important supplemental information. Words such as "anticipates," "expects," "intends," "plans," "projects," "believes," "seeks," "estimates," "can," "may," "will," "would" 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. 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: Marvell's ability to successfully restructure its operations within its anticipated timeframe announced in November 2016 and with the anticipated amounts of costs and savings; Marvell's dependence upon the storage, networking and connectivity markets, which are highly cyclical and intensely competitive; the outcome of pending or future litigation and legal and regulatory proceedings; Marvell's dependence on a small number of customers; severe financial hardship or bankruptcy of one or more of Marvell's major customers; Marvell's ability and the ability of its customers to successfully compete in the markets in which it serves; Marvell's reliance on independent foundries and subcontractors for the manufacture, assembly and testing of its products; Marvell's ability and its 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; Marvell's ability to estimate customer demand and future sales accurately; Marvell's ability to scale its operations in response to changes in demand for existing or new products and services; the impact of international conflict and continued economic volatility in either domestic or foreign markets; the effects of transitioning to smaller geometry process technologies; the risks associated with manufacturing and selling a majority of products and customers' products outside of the United States; risks associated with acquisition and consolidation activity in the semiconductor industry; the impact of any change in the income tax laws in jurisdictions where Marvell operates and the loss of any beneficial tax treatment that Marvell currently enjoys; the effects of any potential acquisitions or investments; Marvell's ability to protect its intellectual property; the impact and costs associated with changes in international financial and regulatory conditions; Marvell's maintenance of an effective system of internal controls; and other risks detailed in Marvell's SEC filings from time to time. For other factors that could cause Marvell's results to vary from expectations, please see the risk factors identified in Marvell's Quarterly Report on Form 10-Q for the fiscal quarter ended April 29, 2017 as filed with the SEC on June 5, 2017, and other factors detailed from time to time in Marvell's filings with the SEC. Marvell undertakes no obligation to revise or update publicly any forward-looking statements.

About Marvell

Marvell first revolutionized the digital storage industry by moving information at speeds never thought possible. Today, that same breakthrough innovation remains at the heart of the Company's storage, networking and connectivity solutions. With leading intellectual property and deep system-level knowledge, Marvell's semiconductor solutions continue to transform the enterprise, cloud, automotive, industrial, and consumer markets. To learn more, visit: www.marvell.com.

Marvell® and the Marvell logo are registered trademarks of Marvell and/or its affiliates.

Marvell Technology Group Ltd.

Condensed Consolidated Statements of Operations

(Unaudited)

(In thousands, except per share amounts)

Three Months Ended

Six Months Ended

July 29, 2017

April 29, 2017

July 30, 2016

July 29, 2017

July 30, 2016

Net revenue

$

604,750

$

572,709

$

597,346

$

1,177,459

$

1,110,979

Cost of goods sold

239,572

227,198

270,427

466,770

510,360

Gross profit

365,178

345,511

326,919

710,689

600,619

Operating expenses:

Research and development

180,871

188,096

207,943

368,967

427,351

Selling, general and administrative

55,659

55,104

67,896

110,763

131,964

Restructuring related charges

4,285

886

721

5,171

5,162

Total operating expenses

240,815

244,086

276,560

484,901

564,477

Operating income

124,363

101,425

50,359

225,788

36,142

Interest and other income, net

7,188

3,333

6,284

10,521

7,772

Income from continuing operations before income taxes

131,551

104,758

56,643

236,309

43,914

Provision (benefit) for income taxes

(3,899)

5,166

(5,823)

1,267

(11,260)

Income from continuing operations

135,450

99,592

62,466

235,042

55,174

Income (loss) from discontinued operations, net of tax

29,809

7,029

(11,161)

36,838

(26,548)

Net income

$

165,259

$

106,621

$

51,305

$

271,880

$

28,626

Net income (loss) per share — Basic:

Continuing operations

$

0.27

$

0.20

$

0.12

$

0.47

$

0.11

Discontinued operations

$

0.06

$

0.01

$

(0.02)

$

0.07

$

(0.05)

Net income per share - basic

$

0.33

$

0.21

$

0.10

$

0.54

$

0.06

Net income (loss) per share — Diluted:

Continuing operations

$

0.26

$

0.19

$

0.12

$

0.46

$

0.11

Discontinued operations

$

0.06

$

0.02

$

(0.02)

$

0.07

$

(0.05)

Net income per share - diluted

$

0.32

$

0.21

$

0.10

$

0.53

$

0.06

Weighted average shares:

Basic

500,817

503,790

511,235

502,303

510,014

Diluted

510,309

517,592

514,314

513,951

513,669

Marvell Technology Group Ltd.

Condensed Consolidated Balance Sheets

(Unaudited)

(In thousands)

July 29,2017

January 28,2017

Assets

Current assets:

Cash and cash equivalents

$

630,501

$

814,092

Short-term investments

943,006

854,268

Accounts receivable, net

371,697

335,384

Inventories

175,355

170,842

Prepaid expenses and other current assets

46,491

58,771

Assets held for sale

41,896

57,077

Total current assets

2,208,946

2,290,434

Property and equipment, net

235,354

243,397

Goodwill and acquired intangible assets, net

1,994,743

1,996,880

Other non-current assets

148,407

117,939

Total assets

$

4,587,450

$

4,648,650

Liabilities and Shareholders' Equity

Current liabilities:

Accounts payable

$

153,862

$

143,484

Accrued liabilities

106,351

143,491

Accrued employee compensation

131,272

139,647

Deferred income

70,063

63,976

Liabilities held for sale

1,015

5,818

Total current liabilities

462,563

496,416

Non-current income taxes payable

55,714

60,646

Other non-current liabilities

95,076

63,937

Total liabilities

613,353

620,999

Shareholders' equity:

Common stock

991

1,012

Additional paid-in capital

2,752,541

3,016,775

Accumulated other comprehensive income

899

23

Retained earnings

1,219,666

1,009,841

Total shareholders' equity

3,974,097

4,027,651

Total liabilities and shareholders' equity

$

4,587,450

$

4,648,650

Marvell Technology Group Ltd.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

(In thousands)

Three Months Ended

Six Months Ended

July 29, 2017

July 30, 2016

July 29, 2017

July 30, 2016

Cash flows from operating activities:

Net income

$

165,259

$

51,305

$

271,880

$

28,626

Adjustments to reconcile net income to net cash provided by (used in) operating activities:

Depreciation and amortization

20,444

26,866

41,186

53,980

Share-based compensation

22,422

37,196

46,439

61,649

Amortization and write-off of acquired intangible assets

1,065

2,946

2,136

5,892

Deferred income taxes

2,008

53

2,791

(2,423)

Excess tax benefits from share-based compensation

(5)

(5)

Gain on sale of businesses

(39,309)

(47,464)

Other

(1,551)

718

(1,886)

2,975

Changes in assets and liabilities:

Accounts receivable

(14,550)

(68,025)

(36,313)

(25,383)

Inventories

(3,170)

(6,364)

(14,712)

7,234

Prepaid expenses and other assets

2,460

6,605

8,882

(6,612)

Accounts payable

(27,455)

20,437

3,968

40,359

Accrued liabilities and other non-current liabilities

(21,793)

(7,741)

(33,418)

(30,243)

Carnegie Mellon University accrued litigation settlement (a)

(736,000)

Accrued employee compensation

(846)

(22,270)

(8,375)

(15,118)

Deferred income

(3,732)

17,561

1,284

16,327

Net cash provided by (used in) operating activities

101,252

59,282

236,398

(598,742)

Cash flows from investing activities:

Purchases of available-for-sale securities

(177,811)

(110,358)

(376,227)

(203,723)

Sales of available-for-sale securities

37,936

67,824

116,700

340,095

Maturities of available-for-sale securities

87,376

48,682

169,611

146,470

Purchase of time deposits

(75,000)

(75,000)

(150,000)

(125,000)

Maturities of time deposits

75,000

150,000

Return of investment from privately-held companies

2,388

2,388

Purchases of technology licenses

(608)

(3,995)

(1,701)

(8,045)

Purchases of property and equipment

(4,020)

(12,509)

(14,046)

(24,377)

Net proceeds from sale of businesses

42,000

72,229

Net cash provided by (used in) investing activities

(12,739)

(85,356)

(31,046)

125,420

Cash flows from financing activities:

Repurchases of common stock

(221,265)

(387,558)

Proceeds from employee stock plans

77,872

244

97,811

559

Minimum tax withholding paid on behalf of employees for net share settlement

(3,005)

(112)

(24,814)

(15,382)

Dividend payments to shareholders

(30,095)

(30,675)

(60,086)

(61,136)

Payments on technology license obligations

(7,481)

(4,858)

(14,296)

(10,152)

Excess tax benefits from share-based compensation

5

5

Net cash used in financing activities

(183,974)

(35,396)

(388,943)

(86,106)

Net decrease in cash and cash equivalents

(95,461)

(61,470)

(183,591)

(559,428)

Cash and cash equivalents at beginning of period

725,962

780,222

814,092

1,278,180

Cash and cash equivalents at end of period

$

630,501

$

718,752

$

630,501

$

718,752

(a)

The Company paid $750.0 million to Carnegie Mellon University in connection with a litigation settlement agreement reached in February 2016.

Marvell Technology Group Ltd.

Reconciliations from GAAP to Non-GAAP

(Unaudited)

(In thousands, except per share amounts)

Three Months Ended

Six Months Ended

July 29, 2017

April 29, 2017

July 30, 2016

July 29, 2017

July 30, 2016

GAAP gross profit:

$

365,178

$

345,511

$

326,919

$

710,689

$

600,619

Special items:

Share-based compensation

1,810

1,426

2,720

3,236

4,504

Other cost of goods sold (a)

3,000

3,000

Total special items

4,810

1,426

2,720

6,236

4,504

Non-GAAP gross profit

$

369,988

$

346,937

$

329,639

$

716,925

$

605,123

GAAP gross margin

60.4

%

60.3

%

54.7

%

60.4

%

54.1

%

Non-GAAP gross margin

61.2

%

60.6

%

55.2

%

60.9

%

54.5

%

Total GAAP operating expenses

$

240,815

$

244,086

$

276,560

$

484,901

$

564,477

Special items:

Share-based compensation

(19,557)

(20,313)

(30,359)

(39,870)

(50,003)

Restructuring related charges (b)

(4,285)

(886)

(721)

(5,171)

(5,162)

Amortization of and write-off acquired intangible assets

(1,065)

(1,071)

(2,299)

(2,136)

(4,597)

Other operating expenses (c)

(1,687)

(2,303)

13

(3,990)

(1,229)

Total special items

(26,594)

(24,573)

(33,366)

(51,167)

(60,991)

Total non-GAAP operating expenses

$

214,221

$

219,513

$

243,194

$

433,734

$

503,486

GAAP operating margin

20.6

%

17.7

%

8.4

%

19.2

%

3.3

%

Other cost of goods sold (a)

0.5

%

%

%

0.3

%

%

Share-based compensation

3.5

%

3.8

%

5.5

%

3.7

%

4.9

%

Restructuring related charges (b)

0.7

%

0.2

%

0.1

%

0.4

%

0.5

%

Amortization and write-off of acquired intangible assets

0.2

%

0.2

%

0.5

%

0.2

%

0.3

%

Other operating expenses (c)

0.3

%

0.3

%

%

0.3

%

0.1

%

Non-GAAP operating margin

25.8

%

22.2

%

14.5

%

24.1

%

9.1

%

GAAP interest and other income, net

$

7,188

$

3,333

$

6,284

$

10,521

$

7,772

Special items:

Restructuring related items (d)

(3,085)

(3,085)

Total special items

(3,085)

(3,085)

Total non-GAAP interest and other income, net

$

4,103

$

3,333

$

6,284

$

7,436

$

7,772

GAAP net income

$

165,259

$

106,621

$

51,305

$

271,880

$

28,626

Loss (income) from discontinued operations, net of tax

(29,809)

(7,029)

11,161

(36,838)

26,548

GAAP net income from continuing operations

135,450

99,592

62,466

235,042

55,174

Special items:

Other cost of goods sold (a)

3,000

3,000

Share-based compensation

21,367

21,739

33,079

43,106

54,507

Restructuring related charges (b)

1,200

886

721

2,086

5,162

Amortization of and write-off acquired intangible assets

1,065

1,071

2,299

2,136

4,597

Other operating expenses (c)

1,687

2,303

(13)

3,990

1,229

Pre-tax total special items

28,319

25,999

36,086

54,318

65,495

Other income tax effects and adjustments (e)

(10,298)

(64)

(10,362)

(1,071)

Non-GAAP net income from continuing operations

$

153,471

$

125,527

$

98,552

$

278,998

$

119,598

Weighted average shares — basic

500,817

503,790

511,235

502,303

510,014

Weighted average shares — diluted

510,309

517,592

514,314

513,951

513,669

Non-GAAP weighted average shares — diluted (f)

519,438

523,154

526,453

521,296

524,408

GAAP diluted net income (loss) per share from continuing operations

$

0.26

$

0.19

$

0.12

$

0.46

$

0.11

Non-GAAP diluted net income per share from continuing operations

$

0.30

$

0.24

$

0.19

$

0.54

$

0.23

(a)

Other costs of goods sold in the three and six months ended July 29, 2017 include charges for past intellectual property licensing matters.

(b)

Restructuring related charges include costs that are a direct result of restructuring. Such charges include employee severance, facilities related costs, contract cancellation charges and impairment of equipment.

(c)

Other operating expenses in the three and six months ended July 29, 2017 include costs of retention bonuses offered to employees who remained through the ramp down of certain operations due to the restructuring actions.

(d)

Interest and other income, net includes restructuring related items such as gain on sale of a business and foreign currency losses related to restructuring related accruals.

(e)

Other income tax effects and adjustments in the three months ended July 29, 2017 and April 29, 2017 includes adjustment to the tax provision based on a non-GAAP tax rate of 4%. Other income tax effects and adjustments in the six months ended July 29, 2017 includes adjustment to the tax provision based on a non-GAAP tax rate of 4%.

(f)

Non-GAAP diluted share count excludes the impact of share-based compensation expense expected to be incurred in future periods and not yet recognized in the Company's financial statements, which would otherwise be assumed to be used to repurchase shares under the GAAP treasury stock method.

Quarterly Revenue Trend

(In thousands)

Three Months Ended

% Change

July 29, 2017

April 29, 2017

July 30, 2016

YoY

QoQ

Storage (1)

$

311,501

$

303,808

$

275,343

13

%

3

%

Networking (2)

147,250

144,815

156,614

(6)

%

2

%

Connectivity (3)

98,571

76,091

92,689

6

%

30

%

Total Core

557,322

524,714

524,646

6

%

6

%

Other (4)

47,428

47,995

72,700

(35)

%

(1)

%

Total Revenue (5)

$

604,750

$

572,709

$

597,346

1

%

6

%

Three Months Ended

% of Total

July 29, 2017

April 29, 2017

July 30, 2016

Storage (1)

52

%

53

%

46

%

Networking (2)

24

%

25

%

26

%

Connectivity (3)

16

%

13

%

16

%

Total Core

92

%

91

%

88

%

Other (4)

8

%

9

%

12

%

Total Revenue

100

%

100

%

100

%

(1) Storage products are comprised primarily of HDD, SSD Controllers and Enterprise Storage Solutions.

(2) Networking products are comprised primarily of Ethernet Switches, Ethernet Transceivers, Embedded ARM Processors and Automotive Ethernet, as well as a few legacy product lines in which we no longer invest, but will generate revenue for several years.

(3) Connectivity products are comprised primarily of WiFi solutions including WiFi only, WiFi/Bluetooth combos and WiFi Microcontroller combos.

(4) Other products are comprised primarily of Printer Solutions, Application Processors and others.

(5) Excludes the revenue of certain non-strategic businesses that were classified as discontinued operations.

For further information, contact:T. Peter AndrewVice President, Investor Relations408-222-0777[email protected]

Marvell is a world leader in storage, cloud infrastructure, Internet of Things (IoT), connectivity and multimedia semiconductor solutions.

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SOURCE Marvell Technology Group Ltd.

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