Egan-Jones Joins Glass Lewis in Recommending That Mentor Graphics Shareholders Vote for the Election of All Mentor Graphics
04 5월 2011 - 3:32AM
Business Wire
Mentor Graphics Corp. (NASDAQ: MENT) today announced that proxy
advisory firm, Egan-Jones Proxy Services (“Egan-Jones”), has joined
proxy advisory firm, Glass Lewis & Co. (“Glass Lewis”), in
recommending that Mentor Graphics shareholders support all of the
company’s nominees and reject all of Carl Icahn’s nominees.
Egan-Jones, in its May 03, 2011 report, states:
“We believe that voting AGAINST the dissidents’
Nominees is in the best interest of the Company and its
shareholders. In arriving at that conclusion, we have considered
the following factors: 1. Our belief
that the dissidents' plan and ideas will not improve the Company’s
shareholder value and are detrimental to the shareholders’
interests. 2. We are not persuaded that election of any members of
the dissidents' slate of nominees to the Company’s board of
directors would work to the benefit of the shareholders.*
“We are pleased that Egan-Jones has joined Glass Lewis in its
recommendation that Mentor Graphics shareholders vote for all of
the company’s nominees,” said Walden C. Rhines, CEO and chairman of
Mentor Graphics. “The Mentor Graphics Board unanimously believes
that the continued execution of its strategic plan offers the
greatest value to all Mentor Graphics shareholders. The company
urges shareholders to reject Icahn’s nominees, who are advanced on
Icahn’s risky platform of putting the company up for public sale,
which is likely to damage the shareholder value that Mentor
Graphics has created.”
The Mentor Graphics Board and management team have combined
their strategic vision with disciplined financial execution which
has reduced Sales, General & Administrative expense as a
percentage of revenue by 500 basis points on a non-GAAP basis over
the last two years. Mentor Graphics expects higher revenues,
greater earnings and improved operating margins in the current
fiscal year.
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.
* Permission to use quotations neither sought nor obtained.
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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