Cadence Design Systems Inc (CDNS)

[eastunder]

Cadence presses Mentor with $1.6 billion bid

Tuesday , June 17, 2008 19:19ET

Jun 17, 2008 (San Jose Mercury News - McClatchy-Tribune Information Services via COMTEX) -- Hoping to persuade Mentor Graphics to reconsider its recent private overtures to merge, San Jose-based Cadence Design Systems today made public its $1.6 billion takeover bid for the Oregon company.

The company's $16 per share cash offer represents a 30 percent premium over Mentor Graphics' closing common stock price on Monday, according to Cadence executives. They said it also amounts to a 59 percent premium over Mentor's closing stock price on May 2, when Cadence first proposed buying Mentor for that price.

"We believe the combination of Cadence and Mentor Graphics delivers significant benefits to both companies' shareholders that are simply too compelling to ignore," Cadence Chief Financial Officer Kevin Palatnik said in a prepared statement.

Cadence also disclosed a letter from its Chief Executive Officer, Michael Fister, to Mentor's Chief Executive, Walden Rhines, in which Fister said he was disappointed in Rhines' failure to "meaningfully participate" in merger talks.

"It remains our preference to bring Cadence and Mentor Graphics together through a negotiated transaction," Fister's letter said. "However, given Mentor Graphics' refusal to engage in substantive discussions with us concerning our all-cash premium acquisition proposal and the importance of this transaction to both companies' respective shareholders, we have decided to publicly disclose our proposal. We believe there are clear and compelling advantages to a combination of Cadence

and Mentor Graphics."

Mentor executives were not immediately available for comment.

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