RADLAN Computer Communications Acquisition

2/6/2003

M&A

$49,700,000

Marvell(R) (Nasdaq:MRVL), announced that it has signed a definitive agreement to acquire RADLAN Computer Communications Ltd., Under the terms of the acquisition agreement, Marvell, who currently owns 9% of RADLAN, will issue a combination of cash and shares of Marvell common stock valued at $49.7 million based on yesterday's closing price of Marvell in exchange for the remaining outstanding shares of RADLAN capital stock and employee stock options. Up to approximately 1.0 million additional shares of Marvell common stock will be reserved for future issuance upon satisfaction of certain performance goals. Additionally, Marvell will issue 0.5 million warrants to RADLAN's shareholders exercisable at $18.41. The merger transaction is expected to close within sixty days and will be accounted for under the purchase method of accounting. The boards of directors of both companies have approved the merger, which awaits the satisfaction of regulatory requirements and other customary closing cond

Acquired or Merged

Networking

Atidim Tower K Atidim
Tel Aviv-Yafo, 99999
Israel

Not Recorded

RADLAN Computer Communications Ltd. is a leading provider of embedded networking software.