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Marvell announced its agreement to acquire Cavium on November 20, 2017, in a transaction valued at approximately $6 billion. Cavium shareholders were to receive $40 in cash plus 2.1757 Marvell shares for each eligible share. The acquisition closed on July 6, 2018, so “Marvell to Acquire Cavium” describes a completed historical deal, not a current proposal.
Deal at a glance
| Detail | What was announced |
|---|---|
| Announcement | November 20, 2017; the merger agreement was dated November 19 |
| Buyer | Marvell Technology Group Ltd. |
| Target | Cavium, Inc. |
| Consideration per eligible Cavium share | $40 cash plus 2.1757 Marvell common shares |
| Approximate transaction value | $6 billion |
| Closing | July 6, 2018 |
| Result | Cavium became a subsidiary of Marvell and ceased to be an independent public company |
Both companies’ boards unanimously approved the agreement. The deal was a cash-and-stock acquisition, not an all-cash offer. Marvell’s announcement described Cavium shareholders as expected to own about 25% of the combined company after closing. Marvell’s announcement and the related SEC filing set out the initial terms.
Why Marvell wanted Cavium
Marvell’s portfolio included storage controllers for hard drives and solid-state drives, networking products, and high-performance wireless connectivity. Cavium brought multicore processors, networking and communications products, storage connectivity, and security solutions. Marvell’s stated aim was to combine those capabilities into a broader infrastructure-chip portfolio for markets such as data centers, enterprise systems, carriers, storage, and embedded applications.
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Marvell said the combination would expand its served available market to more than $16 billion and create opportunities to combine products, research and development, and intellectual property. It also cited expected combined annual revenue of approximately $3.4 billion, based on annualized recent-quarter figures available at the time—not a completed fiscal-year result. These were management’s estimates and strategic rationale, not guarantees of market size, growth, or successful integration. “Infrastructure solutions powerhouse,” the language used in the announcement, was company framing rather than an independently measured result.
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- The world’s fastest gaming processor, built on AMD ‘Zen5’ technology and Next Gen 3D V-Cache.
- 8 cores and 16 threads, delivering +~16% IPC uplift and great power efficiency
- 96MB L3 cache with better thermal performance vs. previous gen and allowing higher clock speeds, up to 5.2GHz
- Drop-in ready for proven Socket AM5 infrastructure
- Cooler not included
What Cavium shareholders were offered
For each eligible Cavium share, the merger terms provided $40 in cash and 2.1757 Marvell shares, without interest. The often-cited approximately $80 per-share figure was an implied value based on Marvell’s share price before reports of a possible transaction surfaced on November 3, 2017. It was not $80 in cash or a fixed cash payout: because part of the consideration was Marvell stock, the value of that portion could change with Marvell’s share price.
The approximately $6 billion headline is likewise an approximate transaction value, not a statement that exactly $6 billion in cash was paid at closing. Eligible shareholders received the consideration specified by the merger terms, subject to those terms and the closing mechanics. The July 2018 SEC closing filing describes how each eligible share was converted into the right to receive the cash and stock.
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Financing and projected savings
Marvell said it planned to fund the cash component with cash available to the combined companies and approximately $1.75 billion of debt financing. The announced financing arrangements included an $850 million bridge-loan commitment and a $900 million committed term-loan facility. The agreement was not subject to a financing condition.
At closing, Marvell reported using a $900 million term loan and issuing $1 billion of senior unsecured notes, alongside available cash, to fund the cash portion. The financing plan announced in 2017 and the financing reported at closing should not be confused: the latter describes the funding used when the acquisition was completed.
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- Can deliver fast 100 plus FPS performance in the world's most popular games, discrete graphics card required
- 6 Cores and 12 processing threads, bundled with the AMD Wraith Stealth cooler
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- For the advanced Socket AM4 platform
Marvell forecast at least $150 million to $175 million in annual run-rate synergies within 18 months after closing, and said it expected the deal to be significantly accretive to revenue growth, margins, and non-GAAP earnings per share. Those statements were forward-looking projections. They are not, on their own, evidence that the savings or earnings effects were achieved.
Approvals and closing timeline
- November 20, 2017: Marvell and Cavium publicly announced the agreement. Closing remained subject to shareholder votes, regulatory approvals, and other customary conditions.
- May 24, 2018: Marvell said the Committee on Foreign Investment in the United States had completed its review and found no unresolved national-security concerns. Chinese regulatory approval was still outstanding.
- June 28, 2018: China’s State Administration for Market Regulation approved the transaction.
- July 6, 2018: Marvell completed the acquisition.
CFIUS clearance was an important step, but it did not itself close the transaction; other required approvals and conditions still had to be satisfied. Marvell’s updates document the CFIUS review and Chinese approval.
Rank #4
- Pure gaming performance with smooth 100+ FPS in the world's most popular games
- 6 Cores and 12 processing threads, based on AMD "Zen 5" architecture
- 5.4 GHz Max Boost, unlocked for overclocking, 38 MB cache, DDR5-5600 support
- For the state-of-the-art Socket AM5 platform, can support PCIe 5.0 on select motherboards
- Cooler not included
How the merger worked—and what changed
At closing, Marvell’s merger subsidiary, Kauai Acquisition Corp., merged into Cavium. Cavium survived the merger as a Marvell subsidiary; it did not remain an independent public company. Marvell confirmed completion on July 6, 2018, and its SEC filing records the legal structure and share consideration.
Marvell later described the integration as bringing Cavium’s processor, networking, I/O, and related infrastructure technologies into its portfolio. A post-close company update said integration was underway and existing customer engagement channels were continuing under Marvell. That establishes the corporate outcome, but it does not mean every Cavium product or brand disappeared immediately, nor does it establish the long-term fate of each product line.
Best Value
- Processor provides dependable and fast execution of tasks with maximum efficiency.Graphics Frequency : 2200 MHZ.Number of CPU Cores : 8. Maximum Operating Temperature (Tjmax) : 89°C.
- Ryzen 7 product line processor for better usability and increased efficiency
- 5 nm process technology for reliable performance with maximum productivity
- Octa-core (8 Core) processor core allows multitasking with great reliability and fast processing speed
- 8 MB L2 plus 96 MB L3 cache memory provides excellent hit rate in short access time enabling improved system performance
What the deal’s rationale left uncertain
The acquisition offered Marvell a way to gain scale and broaden its infrastructure product range, while giving Cavium shareholders a mix of cash and participation in the combined company through stock. But the agreement’s risks were real: regulatory or shareholder approval could have failed or been delayed; the transaction could have disrupted customer, supplier, or employee relationships; and integration could have diverted management attention or failed to deliver forecast savings. Semiconductor-market cyclicality could also have affected the combined business. These were risks identified in the transaction disclosures, not proof that any particular problem occurred.
Later purchase accounting recorded approximately $3.5 billion of goodwill for the Cavium acquisition, according to a subsequent Marvell filing. Goodwill is an accounting measure associated with an acquisition; by itself, it does not show whether the deal succeeded or whether projected synergies were realized.
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