Mentor Graphics Obtains Glass Lewis Support for All of Its Director Nominees
03 5월 2011 - 8:27AM
Business Wire
Mentor Graphics Corp. (NASDAQ: MENT) today commented on proxy
advisory reports from Glass Lewis & Co. (“Glass Lewis”) and
Institutional Shareholder Services (“ISS”):
Mentor Graphics is pleased that Glass Lewis
is recommending that shareholders support all of Mentor Graphics’
nominees and reject all of Icahn’s nominees. Mentor Graphics is
pleased that ISS rejected Schechter, an Icahn employee and one of
his nominees.
The company believes that ISS’s
recommendation of the other two Icahn nominees reflects its general
tendency to support dissidents seeking minority slates. Mentor
Graphics believes that ISS ignored the serious issues raised by the
Icahn platform, which seeks to provide Icahn with a liquidity event
through a public sale process that has substantial regulatory and
commercial risks and is likely to destroy shareholder value.
The company urges its shareholders to elect
the board members who have brought Mentor Graphics shareholders the
following results and strong outlook:
- Mentor Graphics’ share price has
outperformed the NASDAQ index and the company’s two closest
competitors, generating a return of 322% in the approximately
two-year period between when the NASDAQ reached its lowest point as
a result of the financial crisis and when Icahn announced his
unsolicited proposal to acquire Mentor Graphics. In the same
period, Synopsys returned 65%, Cadence returned 181% and the NASDAQ
returned 123%.
- Mentor Graphics is confident that by
continuing to execute its strategy, the company can continue to
grow faster than the underlying growth of traditional EDA.
- Mentor Graphics expects to continue to
deliver excellent results and to return approximately $150 million
of capital to shareholders through stock repurchases or dividends
over the next three years.
The Mentor Graphics Board of Directors urges shareholders to
vote FOR the company’s highly qualified director nominees on the
WHITE proxy card today.
About Mentor Graphics
Mentor Graphics Corporation (NASDAQ: MENT) is a world leader in
electronic hardware and software design solutions, providing
products, consulting services and award-winning support for the
world’s most successful electronic, semiconductor and systems
companies. Established in 1981, the company reported revenues over
the last 12 months of about $915 million. Corporate headquarters
are located at 8005 S.W. Boeckman Road, Wilsonville, Oregon
97070-7777. World Wide Web site: http://www.mentor.com/.
(Mentor Graphics and Mentor are registered trademarks of Mentor
Graphics Corporation. All other company or product names are the
registered trademarks or trademarks of their respective
owners.)
Important Information
On March 31, 2011, the company filed a definitive proxy
statement with the Securities and Exchange Commission (the “SEC”)
in connection with the company’s upcoming 2011 annual meeting of
shareholders. Shareholders are advised to read the company’s
definitive proxy statement and any other relevant documents filed
by the company with the SEC, before making any voting or investment
decision because they contain important information. The definitive
proxy statement is, and any other relevant documents and other
material filed with the SEC concerning the company will be, when
filed, available free of charge at http://www.sec.gov and http://www.mentor.com/company/investor_relations.
In addition, copies of the proxy materials may be requested from
the company’s proxy solicitor, MacKenzie Partners, Inc., by
telephone at 1-800-322-2885 or by email at proxy@mackenziepartners.com.
Forward-Looking Statements
Statements in this material regarding the company’s outlook for
future periods constitute “forward-looking” statements based on
current expectations within the meaning of the Securities Exchange
Act of 1934. Such forward-looking statements involve known and
unknown risks, uncertainties and other factors that may cause the
actual results, performance or achievements of the company or
industry results to be materially different from any results,
performance or achievements expressed or implied by such
forward-looking statements. Such factors include, among others, the
following: (i) weakness or recession in the US, EU, Japan or other
economies; (ii) the company’s ability to successfully offer
products and services that compete in the highly competitive EDA
industry; (iii) product bundling or discounting of products and
services by competitors, which could force the company to lower its
prices or offer other more favorable terms to customers; (iv)
possible delayed or canceled customer orders, a loss of key
personnel or other consequences resulting from the business
disruption and uncertainty of prolonged proxy fights, offers to
purchase the company’s securities or other actions of activist
shareholders; (v) effects of the increasing volatility of foreign
currency fluctuations on the company’s business and operating
results; (vi) changes in accounting or reporting rules or
interpretations; (vii) the impact of tax audits by the IRS or other
taxing authorities, or changes in the tax laws, regulations or
enforcement practices where the company does business; (viii)
effects of unanticipated shifts in product mix on gross margin; and
(ix) effects of customer seasonal purchasing patterns and the
timing of significant orders, which may negatively or positively
impact the company’s quarterly results of operations, all as may be
discussed in more detail under the heading “Risk Factors” in the
company’s most recent Form 10-K or Form 10-Q. Given these
uncertainties, prospective investors are cautioned not to place
undue reliance on such forward-looking statements. The company
disclaims any obligation to update any such factors or to publicly
announce the results of any revisions to any of the forward-looking
statements to reflect future events or developments.
Mentor Graphics Corp. (NASDAQ:MENT)
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