UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATIONMerger Agreement • June 13th, 2018 • Marvell Technology Group LTD • Semiconductors & related devices
Contract Type FiledJune 13th, 2018 Company IndustryOn November 19, 2017, Marvell Technology Group Ltd., a Bermuda company (“Marvell”), Kauai Acquisition Corp., a Delaware corporation and indirect wholly-owned subsidiary of Marvell (“Merger Sub”) and Cavium, Inc., a Delaware corporation (“Cavium”) entered into an agreement and plan of merger (the “Merger Agreement”) pursuant to which Merger Sub will merge with and into Cavium, with Cavium surviving and becoming an indirect wholly-owned subsidiary of Marvell (the “Merger”). Subject to and upon the terms and the conditions set forth in the Merger Agreement and the applicable provisions of the Delaware General Corporation Law (“DGCL”), on the date on which the certificate of merger is filed with the Secretary of State of the State of Delaware or such later time as mutually agreed by Marvell and Cavium and specified in such certificate (the “Effective Time”), Merger Sub will be merged with and into Cavium, whereupon the separate corporate existence of Merger Sub will cease and Cavium will c