MRVL 8-K
Marvell Technology, Inc. (MRVL)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 8.01 Other Events.
On April 7, 2025, Marvell Technology, Inc. (the “Company”) announced that it had entered into an Asset Purchase Agreement (the “Purchase Agreement”) with Infineon Technologies AG (the “Buyer”) pursuant to which Buyer will acquire the Company’s automotive ethernet business and related assets in an all-cash transaction valued at $2.5 billion (the “Transaction”). In addition, the Company will license certain intellectual property to the Buyer in connection with the transferred business and provide certain temporary transition services following completion of the Transaction. The Transaction has been approved by the Company’s Board of Directors and is expected to close within calendar year 2025, subject to customary closing conditions and regulatory approvals.
A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| 99.1 | Press Release dated April 7, 2025 | |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document) | |
Cautionary Statement Regarding Forward Looking Statements
This Form 8-K includes forward-looking statements within the meaning of the federal securities laws that involve risks and uncertainties. Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate or imply future events, results or achievements. Actual events, results or achievements may differ materially from those indicated in such forward-looking statements, including but not limited to: the ability of the parties to consummate the proposed transaction and the satisfaction of the conditions precedent to consummation of the proposed transaction, including the ability to secure regulatory approvals at all or in a timely manner. Forward-looking statements are only predictions and are subject to risks, uncertainties and assumptions that are difficult to predict, including those described in the “Risk Factors” section of the Company’s Annual Reports on Form 10-K, filed on March 12, 2025, Quarterly Reports on Form 10-Q and other documents filed by the Company from time to time with the Securities and Exchange Commission. Forward-looking statements speak only as of the date they are made. The Company does not assume any obligation to update or revise any such forward-looking statements, whether as a result of new information, future events or otherwise.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MARVELL TECHNOLOGY, INC. | ||||||
| Date: April 7, 2025 | By: | /s/ Mark Casper | ||||
| Mark Casper | ||||||
| EVP, Chief Legal Officer and Secretary | ||||||
Exhibit 99.1
Marvell to Sell Automotive Ethernet Business to Infineon for
$2.5 Billion in Cash
Delivers Compelling Financial Returns for Marvell Shareholders
SANTA CLARA, Calif., April 7, 2025 — Marvell Technology, Inc. (NASDAQ: MRVL), a leader in data infrastructure semiconductor solutions, today announced that it has entered into a definitive agreement under which Infineon Technologies AG (“Infineon”) will acquire Marvell’s Automotive Ethernet business in an all-cash transaction valued at $2.5 billion. This business in fiscal 2026 is expected to generate revenue in the range of $225-250 million. The acquisition includes Marvell’s Brightlane® Automotive Ethernet portfolio and related assets. This transaction has been approved by Marvell’s Board of Directors, and is expected to close within calendar year 2025, subject to customary closing conditions and regulatory approvals.
“Marvell has transformed itself into a leading data infrastructure solutions provider, with the data center end market driving 75% of consolidated revenue in the fiscal fourth quarter of 2025,” said Matt Murphy, Chairman and CEO of Marvell. “We are immensely proud of the progress we have made in organically growing our Automotive Ethernet business. We believe this transaction delivers the strongest financial return for Marvell shareholders, given its compelling valuation. With Infineon’s optimized platform for automotive applications, we are confident the Automotive Ethernet business is well positioned for continued growth and success.”
Marvell plans to discuss the transaction on its upcoming conference call to review its first quarter of fiscal 2026 financial results, which is scheduled for Thursday, May 29, 2025, at 1:45 p.m. Pacific Time.
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 over 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.
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Marvell and the M logo are trademarks of Marvell or its affiliates. Please visit www.marvell.com for a complete list of Marvell trademarks. Other names and brands may be claimed as the property of others.
This press release contains forward-looking statements within the meaning of the federal securities laws that involve risks and uncertainties. Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate or imply future events, results or achievements. Actual events, results or achievements may differ materially from those contemplated in this press release. Forward-looking statements are only predictions and are subject to risks, uncertainties and assumptions that are difficult to predict, including those 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 no person assumes any obligation to update or revise any such forward-looking statements, whether as a result of new information, future events or otherwise.
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