0001144204-12-019518.txt : 20120402 0001144204-12-019518.hdr.sgml : 20120402 20120402170407 ACCESSION NUMBER: 0001144204-12-019518 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120402 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120402 DATE AS OF CHANGE: 20120402 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CAVIUM, INC. CENTRAL INDEX KEY: 0001175609 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 770558625 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33435 FILM NUMBER: 12734061 BUSINESS ADDRESS: STREET 1: 2315 NORTH FIRST STREET CITY: SAN JOSE STATE: CA ZIP: 95131 BUSINESS PHONE: 650-623-7000 MAIL ADDRESS: STREET 1: 2315 NORTH FIRST STREET CITY: SAN JOSE STATE: CA ZIP: 95131 FORMER COMPANY: FORMER CONFORMED NAME: CAVIUM NETWORKS, INC. DATE OF NAME CHANGE: 20070309 FORMER COMPANY: FORMER CONFORMED NAME: CAVIUM NETWORKS DATE OF NAME CHANGE: 20020614 8-K 1 v308343_8k.htm FORM 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

__________________

FORM 8-K

 

__________________

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): April 2, 2012

 

__________________

CAVIUM, INC.

(Exact name of registrant as specified in its charter)

 

__________________

Delaware

(State or other jurisdiction

of incorporation)

 

 

 

 

001-33435 77-0558625
(Commission File No.) (IRS Employer Identification No.)

 

2315 N. First Street, San Jose CA 95131

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (408) 943-7100

 

N/A

(Former name or former address, if changed since last report.)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

£ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

£ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

£ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

£ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

 

Item 2.02. Results of Operations and Financial Condition

On April 2, 2012, Cavium, Inc. (the "Company") issued a press release revising its financial results guidance for the first quarter of 2012. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference.

The information under Item 2.02 of this report, including Exhibit 99.1 hereto, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information and the accompanying exhibit shall not be incorporated by reference into filings with the U.S. Securities and Exchange Commission (the "SEC") made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

 

 

Item 9.01. Financial Statements and Exhibits

 

(a) Financial statements:
            None
(b) Pro forma financial information:
            None
(c) Shell company transactions:
            None
(d) Exhibits
            99.1      Press Release of Cavium, Inc. dated April 2, 2012

 

2
 

  

 

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.

 

 

Dated: April 2, 2012

CAVIUM, INC.

By:  /s/ Arthur D. Chadwick                    
     Arthur D. Chadwick
     Vice President of Finance and Administration and Chief Financial Officer

 

 

3
 

 

Exhibit Index
Exhibit No. Description
99.1 Press Release of Cavium, Inc. dated April 2, 2012

 

 

4

 

 EX-99.1 2 v308343_ex99-1.htm EXHIBIT 99.1

Cavium Announces Updated Financial Outlook for Q1 2012

SAN JOSE, Calif., April 2, 2012 /PRNewswire/ -- Cavium, Inc. (NASDAQ: CAVM), a leading provider of highly integrated semiconductor products that enable intelligent processing for networking, communications, and the digital home, today announced that financial results for the first quarter of 2012 will be below the company's previous outlook.

The company currently expects that revenue in the first quarter of 2012 will be approximately 6% to 7% lower than revenue in the fourth quarter of 2011. The company noted that revenues during the first quarter increased sequentially in the enterprise and data center markets, but declined in the service provider and broadband and consumer market. Sales in the service provider market were affected by continued inventory de-stocking, while sales into the broadband and consumer business were affected by delays in deployment of certain programs. The company expects that total sales in the second quarter of 2012 will increase sequentially. The company expects that earnings per share in the first quarter of 2012 will be lower than previously expected by between $0.06 and $0.07 per share.

Q1 2012 Results Conference Call

Cavium, Inc. will announce first quarter 2012 financial results and hold a conference call on May 1st, 2012. The company will provide more details on first quarter 2012 results and expectations for the second quarter of 2012 during that conference call. The conference call will be available via a live web cast on the investor relations section of the Cavium website at http://www.cavium.com.

About Cavium

Cavium is a leading provider of highly integrated semiconductor products that enable intelligent processing for networking, communications and the digital home. Cavium offers a broad portfolio of integrated, software-compatible processors ranging in performance from 10 Mbps to 410 Gbps that enable secure, intelligent functionality in enterprise, data-center, broadband/consumer and access and service provider equipment. Cavium processors are supported by ecosystem partners that provide operating systems, tool support, reference designs and other services. Cavium's corporate office is in San Jose, CA and Cavium has design team locations in California, Massachusetts, China, India and Taiwan. For more information, please visit: http://www.cavium.com.

Note on Forward-Looking Statements

This press release contains forward-looking statements regarding future events that involve risks and uncertainties. Readers are cautioned that these forward-looking statements are only predictions and may differ materially from actual future events or results. Forward-looking statements include, but are not limited to, the company's first quarter revenue outlook, the impact on first quarter earnings per share, and the second quarter revenue outlook.These forward-looking statements involve risks and uncertainties, as well as assumptions and current expectations. Cavium's actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of these risks, uncertainties and assumptions. The risks and uncertainties that could cause Cavium's results to differ materially from those expressed or implied by such forward-looking statements include but are not limited to the timing and amount of Cavium's customers' orders for its products, whether or not the company can continue to maintain gross margins and operating margins, pricing pressures, general economic conditions and other risks and uncertainties described more fully in Cavium's documents filed with or furnished to the Securities and Exchange Commission. More information about these and other risks that may impact Cavium's business are set forth in the "Risk Factors" section of Cavium's Form 10-K filed with the Securities and Exchange Commission on February 27th, 2012. All forward-looking statements in this press release are based on information available to Cavium as of the date hereof and qualified in their entirety by this cautionary statement, and Cavium assumes no obligation to revise or update these forward-looking statements.



CONTACT: Art Chadwick, Vice President of Finance and Administration and Chief Financial Officer, +1-408-943-7104, art.chadwick@cavium.com; or Angel Atondo, Sr. Marketing Communications Manager, +1-408-943-7417, angel.atondo@cavium.com