Cadence Augments Verification Solution and Expertise Through Acquisition of Verisity
SAN JOSE, Calif.—(BUSINESS WIRE)—Jan. 12, 2005—
Cadence Design Systems, Inc. (NYSE:CDN) (Nasdaq:CDN),
the world's leading supplier of electronic design solutions, today
announced that it has signed a definitive agreement to acquire
Verisity Ltd. (Nasdaq: VRST), a Mountain View, Calif.-based provider
of verification process automation (VPA) solutions. Upon completion of
the acquisition, Moshe Gavrielov, CEO of Verisity(R), will join the
Cadence(R) executive management team, and Yoav Hollander, founder and
CTO, will play an integral role in setting Cadence's verification
technology direction.
"The global electronics industry is under unprecedented pressure
to develop and bring to market innovative products as quickly as
possible," said Mike Fister, president and CEO, Cadence Design
Systems. "Our acquisition of this highly innovative team and
successful business is consistent with Cadence's focus on enabling the
world's leading electronics companies to address the demand for
increasingly complex systems."
"Customers are demanding solutions that automate the entire
verification process and make it more predictable from planning to
closure," said Gavrielov. "This requires the integration of our VPA
solution with a unified verification infrastructure. The combination
of the two companies will greatly accelerate the delivery of these
integrated solutions."
Under the terms of the agreement, Cadence will acquire Verisity in
an all-cash transaction. Upon closing of the acquisition, which is
subject to customary shareholder and government approvals, Verisity
stockholders will receive $12 in cash in exchange for each outstanding
share of Verisity stock.
About Cadence
Cadence is the world's largest supplier of electronic design
technologies and engineering services. Cadence products and services
are used to accelerate and manage the design of semiconductors,
computer systems, networking equipment, telecommunications equipment,
consumer electronics, and other electronics based products. With
approximately 4,850 employees and 2003 revenues of approximately $1.1
billion, Cadence has sales offices, design centers, and research
facilities around the world. The company is headquartered in San Jose,
Calif., and trades on both the New York Stock Exchange and Nasdaq
under the symbol CDN. More information is available at
www.cadence.com.
About Verisity
Verisity Ltd. (NASDAQ:VRST) is the leading supplier of process
automation solutions for the functional verification market. The
company addresses customers' critical business issues with its
market-leading software and intellectual property (IP) that
effectively and efficiently verify the design of electronic systems
and complex integrated circuits for the communications, computing, and
consumer electronics global markets. Verisity's VPA solutions enable
projects to move from executable verification plans to module, unit,
and chip/system level 'total coverage' and verification closure, while
maximizing productivity, product quality, and predictability of
schedules.
The company's strong market presence is driven by its proven
technology, methodology and solid strategic partnerships and programs.
Verisity's customer list includes leading companies in all strategic
technology sectors. Verisity is a global organization with offices
throughout Asia, Europe, and North America. Verisity's principal
executive offices are located in Mountain View, California, with its
principal research and development offices located in Rosh Ha'ain,
Israel. For more information, visit www.verisity.com.
This press release contains forward-looking statements within the
meaning of the federal securities laws, including statements regarding
the merger agreement and the anticipated closing date of the merger.
These statements involve risks and uncertainties that could cause
actual results and events to differ materially, including the
possibility that the closing of the merger may be delayed, or that the
merger may not close.
Additional Information and Where to Find It
Verisity intends to file with the Securities and Exchange
Commission ("SEC") a proxy statement and other relevant documents in
connection with the proposed acquisition. Shareholders of Verisity are
urged to read the proxy statement and other relevant documents when
they become available because they will contain important information
about Verisity, Cadence and the proposed transaction. Shareholders of
Verisity may obtain free copies of the proxy statement and other
relevant documents filed with the SEC (when they become available) at
the SEC's website at www.sec.gov and at Verisity's website at
www.verisity.com. In addition, shareholders of Verisity may obtain
free copies of the proxy statement (when it becomes available) by
writing to 331 East Evelyn Avenue, Mountain View, CA 94041, Attention:
Investor Relations, or by emailing to bonnie@verisity.com.
Verisity and its directors, executive officers, certain members of
management and certain employees may be deemed to be participants in
the solicitation of proxies in connection with the proposed merger. A
description of the interests in Verisity of its directors and
executive officers is set forth in Verisity's annual report on Form
10-K for the fiscal year ended December 31, 2003 filed with the SEC on
March 12, 2004 and in Verisity's proxy statement for its 2004 annual
meeting of shareholders filed with the SEC on April 29, 2004.
Additional information regarding the persons who may, under the rules
of the SEC, be deemed participants in the solicitation of proxies in
connection with the proposed merger, and a description of their direct
and indirect interests in the proposed merger, will be set forth in
the proxy statement when it is filed with the SEC.
Cadence and the Cadence logo are registered trademarks of Cadence
Design Systems, Inc. All other trademarks are the property of their
respective owners.
Verisity and the Verisity logo are either registered trademarks or
trademarks of Verisity Design, Inc., in the United States and/or other
jurisdictions. All other trademarks are the property of their
respective holders.
Contact:
Verisity Ltd.
Bonnie Mott, 650-934-6800
bonnie@verisity.com
or
Cadence Design Systems, Inc.
Adolph Hunter, 408-914-6016
publicrelations@cadence.com
