(Mark One) | ||
x
|
ANNUAL REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 |
|
For the fiscal year ended
January 2,
2010
|
||
o
|
TRANSITION REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 |
|
For the transition period from
to
.
|
Delaware | 77-0148231 | |
(State or Other Jurisdiction of | (I.R.S. Employer | |
Incorporation or Organization) | Identification No.) | |
2655 Seely Avenue, Building 5, San Jose, California | 95134 | |
(Address of Principal Executive Offices) | (Zip Code) |
Title of Each Class | Names of Each Exchange on which Registered | |
Common Stock, $0.01 par value per share
|
NASDAQ Global Select Market |
Large accelerated filer [ X ] | Accelerated filer [ ] | Non-accelerated filer [ ] | Smaller reporting company [ ] |
Page | ||||||||
1 | ||||||||
12 | ||||||||
25 | ||||||||
26 | ||||||||
26 | ||||||||
26 | ||||||||
27 | ||||||||
30 | ||||||||
31 | ||||||||
53 | ||||||||
56 | ||||||||
56 | ||||||||
56 | ||||||||
57 | ||||||||
58 | ||||||||
58 | ||||||||
58 | ||||||||
58 | ||||||||
58 | ||||||||
59 | ||||||||
114 | ||||||||
EX-10.09 | ||||||||
EX-10.94 | ||||||||
EX-10.95 | ||||||||
EX-10.96 | ||||||||
EX-21.01 | ||||||||
EX-23.01 | ||||||||
EX-31.01 | ||||||||
EX-31.02 | ||||||||
EX-32.01 | ||||||||
EX-32.02 |
1
Table of Contents
Functional Verification;
Digital IC Design and Implementation;
Custom IC Design and Verification; and
System Interconnect Design.
2
Table of Contents
Planning and management that automates and guides the
verification process, from specifications to metric-driven
functional closure;
Testbench and simulation that offer Open Verification
Methodology, or OVM,
multi-language
testbench and transaction-level support, assertion checking,
low-power and mixed-signal simulation, analysis and a debug
environment;
Formal verification, providing a mathematical method for
verifying register transfer level, or RTL, functional
correctness with assertions before a testbench simulation;
A verification intellectual property, or IP, portfolio that
enables engineers to improve productivity while reducing risks
associated with standard protocol development and compliance and
provides a broad catalog of standard verification IP equipped
with a Compliance Management System allowing metric-driven
closure;
Palladium
®
and
Xtreme
®
series of emulation and acceleration hardware;
SoC Functional Verification Kit, capturing reference examples of
verification flows and reduces customers language,
technology and methodology adoption risks; and
Tailored verification services for methodology adoption,
environment migration and educational training that provide
customized means of addressing customer-specific challenges.
Multi-language
OVM, enabling productivity and quality gains with reusable and
scalable verification environments;
Metric-driven verification, enabling schedule predictability
with a plan- and metric-driven solution and automated functional
verification closure;
3
Table of Contents
Assertion-based verification, enabling productivity and quality
gains with block and chip verification of functional intent that
are captured via assertions;
Low power verification, as part of our Low Power Solution,
enabling quality and productivity gains associated with the
growing need to verify power management logic; and
Mixed signal verification, enabling risk reduction via
integrated verification of designs with both digital and analog
content.
SoC estimation software that enables chip architects and
planners to evaluate the cost, performance and power of the SoC
before initiating a design project;
System-level verification planning and management that automates
and guides the verification process;
C-to-Silicon
Compiler, providing high-level synthesis with IP reuse
automation and architectural analysis and produces RTL
micro-architectural designs;
Palladium and Xtreme series of emulation and acceleration
hardware;
Incisive Simulation Analysis, providing support for
transaction-level verification, analysis and
mixed-language
testbench and full RTL verification;
Incisive Software eXtension for hardware and software
co-verification and co-debug; and
Verification IP and
SpeedBridge
®
adapters that enable chip architect and planners to improve
productivity while reducing risks associated with standard
protocol compliance and provide a catalogue of standard
protocols.
Chip Planning System and Incyte Chip Estimator, providing users
with the ability to perform technical and cost trade-off
analyses in the product planning phase of a project;
Low power capability that enables users to maximize energy
efficiency of their designs;
Engineering change order aware products that provide an
automated solution for pre-mask and post-mask management of
specification changes;
Logic synthesis, enabling simultaneous, multi-objective
optimization for key project attributes;
4
Table of Contents
Implementation signoff, extending into areas of low power,
constraints and design sign-off rule verification, to provide
more accurate results; and
DFT, automatic test pattern generation and failure diagnosis
technologies integrated in the design process, to address the
challenges of complex SoC development.
Silicon virtual prototyping with automated floorplan synthesis
and ranking capabilities, enabling designers to explore the
design space and plan the complete implementation of a chip
before committing to a specific implementation strategy;
Global RTL and physical synthesis that enables customers to
improve the quality of silicon;
Embedded sign-off-qualified variation analysis and optimization
across the design flow, providing a more predictable design
closure at advanced nodes;
Integrated diagnostic tools for rapid global timing, clock and
power analysis and debugging; and
Interoperability with our Custom IC Design offering to enable
implementation of mixed-signal ICs.
Reference flows for analog, mixed-signal, RF and analog-digital
integration focused on wireless and analog/mixed-signal market
segments;
Comprehensive specification-driven design environment to analyze
designs over a broad set of manufacturing and environmental
operating conditions;
Schematic-capture support and constraint-driven design
techniques to secure and retain a designers intent
throughout the design process;
Automatic analog circuit sizing and optimization including yield
optimization;
Multi-mode simulation for digital, analog, mixed-signal and RF
designs; and
Interactive, assisted or fully automated options for custom
layout with advanced floorplanning, chip editing, process node
migration and analog/mixed-signal routing technologies.
5
Table of Contents
Constraint-driven methodology from advanced design capture and
authoring, signal integrity and power delivery optimization and
analysis through detailed physical implementation and DFM
preparation;
Optimized system level interconnect the electronic
signal and power paths across PCBs, IC Packages and
ICs through a co-design methodology to reduce
hardware costs and the duration of design projects;
Embedded support for silicon input/output transceiver
algorithmic modeling (using Input / Output Buffer
Information Specification 5.0);
Algorithmic modeling, enabling characterization of the latest
serial interface protocols that are being adopted across all
markets;
Million-bit channel analysis, allowing design engineers to
verify standards compliance during the design process;
SiP RF Layout and RF Architect, including a methodology for
integrating multiple levels of silicon and discrete
functionality in a single performance, cost and size-optimized
IC Package; and
SiP integration with our Encounter Digital IC and Virtuoso
Custom IC offerings to co-design, streamline and optimize IC
Package design.
Parasitic extraction products that take a physical
representation of a design and determine the electrical
properties to enable additional simulation and timing analysis;
On-chip power distribution for digital, analog and SoC designs;
Manufacturing design rule checks to ensure the proposed design
meets foundry process requirements; and
Analytical and design tools for physical and electrical effects,
process proximity correction, and yield / failure
analysis diagnostics.
6
Table of Contents
7
Table of Contents
Subscription licenses for software products;
Sale or lease of hardware;
Maintenance contracts on hardware and software products;
Orders for hardware and software products sold on perpetual and
term licenses on which customers have delivery dates after
January 2, 2010;
Licenses with payments that are outside our customary
terms; and
The undelivered portion of engineering services contracts.
8
Table of Contents
9
Table of Contents
50
President, Chief Executive Officer and Director
48
Senior Vice President and Chief Marketing Officer
48
Senior Vice President, Worldwide Field Operations
45
Senior Vice President, General Counsel and Secretary
54
Senior Vice President, Research and Development
46
Senior Vice President and Chief Strategy Officer
47
Senior Vice President, Research and Development
52
Senior Vice President and Chief Financial Officer
10
Table of Contents
11
Table of Contents
12
Table of Contents
Migration to nanometer design when the size of
process features and features, such as wires, transistors and
contacts on ICs, continuously shrink due to the ongoing advances
in the semiconductor manufacturing processes
represents a major challenge for participants in the
semiconductor industry, from IC design and design automation to
design of manufacturing equipment and the manufacturing process
itself. Shrinkage of transistor length to such proportions is
challenging the industry in the application of more complex
physics and chemistry that is needed to realize advanced silicon
devices. For EDA tools, models of each components
electrical properties and behavior become more complex as do
requisite analysis, design and verification capabilities. Novel
design tools and methodologies must be invented quickly to
remain competitive in the design of electronics in the smallest
nanometer ranges.
The challenges of nanometer design are leading some customers to
work with older, less risky manufacturing processes that may
reduce their need to upgrade or enhance their EDA products and
design flows.
The ability to design SoCs increases the complexity of managing
a design that, at the lowest level, is represented by billions
of shapes on the fabrication mask. In addition, SoCs typically
incorporate
13
Table of Contents
microprocessors and digital signal processors that are
programmed with software, requiring simultaneous design of the
IC and the related software embedded on the IC.
With the availability of seemingly endless gate capacity, there
is an increase in design reuse, or the combining of
off-the-shelf
design IP with custom logic to create ICs. The unavailability of
high-quality design IP that can be reliably incorporated into a
customers design with our IC implementation products and
services could reduce demand for our products and services.
Increased technological capability of the Field-Programmable
Gate Array, which is a programmable logic chip, creates an
alternative to IC implementation for some electronics companies.
This could reduce demand for our IC implementation products and
services.
A growing number of low-cost engineering services businesses
could reduce the need for some IC companies to invest in EDA
products.
Announcements of our quarterly operating results and revenue and
earnings forecasts that fail to meet or are inconsistent with
earlier projections or the expectations of our securities
analysts or investors;
Changes in our orders, revenue or earnings estimates;
Announcements of a restructuring plan;
Changes in management;
A gain or loss of a significant customer or market segment share;
Announcements of new products or acquisitions of new
technologies by us, our competitors or our customers; and
Market conditions in the IC, electronics systems and
semiconductor industries.
14
Table of Contents
15
Table of Contents
The development by others of competitive EDA products or
platforms and engineering services, possibly resulting in a
shift of customer preferences away from our products and
services and significantly decrease revenue;
Decisions by electronics manufacturers to perform engineering
services internally, rather than purchase these services from
outside vendors due to budget constraints or excess engineering
capacity;
The challenges of developing (or acquiring externally-developed)
technology solutions that are adequate and competitive in
meeting the requirements of next-generation design challenges;
The significant number of current and potential competitors in
the EDA industry and the low cost of entry;
Intense competition to attract acquisition targets, possibly
making it more difficult for us to acquire companies or
technologies at an acceptable price or at all; and
The combination of or collaboration among many EDA companies to
deliver more comprehensive offerings than they could
individually.
16
Table of Contents
Difficulties in combining previously separate businesses into a
single unit;
The substantial diversion of managements attention from
day-to-day
business when evaluating and negotiating these transactions and
integrating an acquired business;
The discovery, after completion of the acquisition, of
unanticipated liabilities assumed from the acquired business or
of assets acquired, such that we cannot realize the anticipated
value of the acquisition;
The failure to realize anticipated benefits such as cost savings
and revenue enhancements;
The failure to retain key employees of the acquired business;
Difficulties related to integrating the products of an acquired
business in, for example, distribution, engineering and customer
support areas;
Unanticipated costs;
Customer dissatisfaction with existing license agreements with
us, possibly dissuading them from licensing or buying products
acquired by us after the effective date of the license; and
The failure to understand and compete effectively in markets
where we have limited experience.
17
Table of Contents
Pay damages (including the potential for treble damages),
license fees or royalties (including royalties for past periods)
to the party claiming infringement;
Stop licensing products or providing services that use the
challenged intellectual property;
Obtain a license from the owner of the infringed intellectual
property to sell or use the relevant technology, which license
may not be available on reasonable terms, or at all; or
Redesign the challenged technology, which could be
time-consuming and costly, or not be accomplished.
18
Table of Contents
The timing of customers competitive evaluation
processes; or
Customers budgetary constraints and budget cycles.
19
Table of Contents
The adoption or expansion of government trade restrictions;
Limitations on repatriation of earnings;
Limitations on the conversion of foreign currencies;
Reduced protection of intellectual property rights in some
countries;
Recessions in foreign economies;
Longer collection periods for receivables and greater difficulty
in collecting accounts receivable;
Difficulties in managing foreign operations;
Compliance with U.S. and foreign laws and regulations
applicable to our worldwide operations;
Political and economic instability;
Unexpected changes in regulatory requirements;
Tariffs and other trade barriers; and
United States and other governments licensing requirements
for exports, which may lengthen the sales cycle or restrict or
prohibit the sale or licensing of certain products.
Changes in tax laws or the interpretation of such tax laws,
including potential United States and international tax reforms;
Earnings being lower than anticipated in countries where we are
taxed at lower rates as compared to the United States federal
and state statutory tax rates;
An increase in expenses not deductible for tax purposes,
including certain stock-based compensation and impairment of
goodwill;
Changes in the valuation allowance against our deferred tax
assets;
Changes in judgment from the evaluation of new information that
results in a recognition, derecognition, or change in
measurement of a tax position taken in a prior period;
Increases to interest expenses classified in the financial
statements as income taxes;
New accounting standards or interpretations of such standards;
A change in our decision to indefinitely reinvest foreign
earnings outside the United States; or
Results of tax examinations by the Internal Revenue Service, or
IRS, and state and foreign tax authorities.
20
Table of Contents
21
Table of Contents
Loss of customers;
Loss of market segment share;
Failure to attract new customers or achieve market acceptance;
Diversion of development resources to resolve the problem;
Loss of or delay in revenue;
Increased service costs; and
Liability for damages.
22
Table of Contents
$250.0 million related to our 1.375% Convertible
Senior Notes Due December 2011, or the 2011 Notes;
$250.0 million related to our 1.500% Convertible
Senior Notes Due December 2013, or the 2013 Notes and,
together with the 2011 Notes, the Convertible Senior
Notes; and
$0.2 million related to our Zero Coupon Zero Yield Senior
Convertible Notes Due 2023, or the 2023 Notes.
Make it difficult for us to satisfy our payment obligations on
our debt as described below;
Make us more vulnerable in the event of a downturn in our
business;
Reduce funds available for use in our operations or for
developments or acquisitions of new technologies;
Make it difficult for us to incur additional debt or obtain any
necessary financing in the future for working capital, capital
expenditures, debt service, acquisitions or general corporate
purposes;
Impose operating or financial covenants on us;
Limit our flexibility in planning for or reacting to changes in
our business; or
Place us at a possible competitive disadvantage relative to less
leveraged competitors and competitors that have greater access
to capital resources.
23
Table of Contents
The price of our common stock reaches $27.50 during certain
periods of time specified in the Convertible Senior Notes;
Specified corporate transactions occur; or
The trading price of the Convertible Senior Notes falls below
98% of the product of (i) the last reported sale price of
our common stock and (ii) the conversion rate on that date.
24
Table of Contents
Our certificate of incorporation allows our Board of Directors
to issue, at any time and without stockholder approval,
preferred stock with such terms as it may determine. No shares
of preferred stock are currently outstanding. However, the
rights of holders of any of our preferred stock that may be
issued in the future may be superior to the rights of holders of
our common stock.
Section 203 of the Delaware General Corporation Law
generally prohibits a Delaware corporation from engaging in any
business combination with a person owning 15% or more of its
voting stock, or who is affiliated with the corporation and
owned 15% or more of its voting stock at any time within three
years prior to the proposed business combination, for a period
of three years from the date the person became a 15% owner,
unless specified conditions are met.
25
Table of Contents
26
Table of Contents
High
Low
$
4.64
$
3.03
6.40
4.26
7.55
5.12
8.18
5.60
$
17.18
$
9.89
11.73
10.02
10.64
6.74
6.93
2.42
27
Table of Contents
Among
Cadence Design Systems, Inc.,
The NASDAQ Composite Index, And The S&P 400
Information Technology Index
1/1/05
12/31/05
12/30/06
12/29/07
1/3/09
1/2/10
100.00
122.52
129.69
123.32
27.81
43.37
100.00
101.33
114.01
123.71
73.11
105.61
100.00
101.70
116.98
121.55
70.30
110.87
28
Table of Contents
Maximum Dollar
Value of Shares that
Total Number of
May Yet
Shares Purchased
Be Purchased Under
Total Number
Average
as Part of
Publicly Announced
of Shares
Price Paid
Publicly Announced
Plans or Programs(1)
Period
Purchased(1)
Per Share
Plans or Programs
(In millions)
3,914
$
7.76
----
$
854.4
20,308
$
5.80
----
$
854.4
287,657
$
6.13
----
$
854.4
311,879
$
6.13
----
(1)
Shares purchased that were not part of our publicly announced
programs represent the surrender of shares of restricted stock
awards to pay income taxes due upon vesting, and do not reduce
the dollar value that may yet be purchased under our publicly
announced repurchase programs.
29
Table of Contents
Five Fiscal Years Ended January 2, 2010
2009
2008
2007
2006
2005
As
As
As
Adjusted
(4)
Adjusted
(4)
Adjusted
(4)
(In millions, except per share amounts)
$
852.6
$
1,038.6
$
1,615.0
$
1,483.9
$
1,329.2
(123.6
)
(1,573.3
)
317.9
224.6
118.8
(1.0
)
(16.8
)
58.5
70.4
15.1
(149.9
)
(1,856.7
)
286.8
142.3
49.3
(0.58
)
(7.30
)
0.97
0.46
0.16
1,410.6
1,679.9
3,862.6
3,432.3
3,401.3
436.0
416.6
397.8
610.8
420.0
----
----
----
----
128.0
108.4
186.7
2,173.6
1,808.3
1,844.7
(1)
During fiscal 2008, we recorded a $1,317.2 million
impairment of goodwill, a $47.1 million impairment of
intangible and tangible assets and a $326.0 million
valuation allowance against our deferred tax assets. For
additional description of the impairments of goodwill and
intangible and tangible assets, see Note 13 to our
Consolidated Financial Statements. For additional description of
the valuation allowance, see Note 4 to our Consolidated
Financial Statements.
(2)
We adopted new accounting principles for share-based payments on
January 1, 2006 using the modified prospective transition
method. Using the modified prospective transition method, we
began recognizing compensation expense for equity-based awards
granted on or after January 1, 2006 and unvested awards
granted prior to January 1, 2006.
(3)
We adopted new accounting principles for recognizing and
measuring uncertain tax positions on December 31, 2006,
which was the first day of fiscal 2007. For additional
description of these accounting principles, see Note 4 to
our Consolidated Financial Statements. The cumulative effects of
applying these have been reported as an adjustment to our
opening balance of Retained earnings or other appropriate
components of equity or net assets in our Consolidated Balance
Sheet as of the beginning of fiscal 2007.
(4)
We adopted new accounting principles for our Convertible Senior
Notes on the first day of fiscal 2009. See Note 3 to our
Consolidated Financial Statements for additional information and
disclosures regarding this adoption.
30
Table of Contents
We have persuasive evidence of an arrangement with a customer;
Delivery of all specified products has occurred;
The fee for the arrangement is considered to be fixed or
determinable, at the outset of the arrangement; and
Collectibility of the fee is probable.
31
Table of Contents
32
Table of Contents
33
Table of Contents
Continuing pressures on the research and development budgets in
our customer base that are used to license, purchase or lease
EDA products or services;
Lower business levels due to the challenging macroeconomic
environment and the timing of our contract renewals with
existing customers;
Lower business levels and up-front revenue recognized due to our
transition to a license mix with a higher proportion of ratable
revenue, beginning in the third quarter of fiscal 2008;
Decreased costs throughout the company as a result of our
restructuring plans and other expense reductions;
An increase in our allowance for doubtful accounts and the
proportion of arrangements for which revenue is deferred until
payments become due and payable or cash is received from
customers, as a result of our assessment of the increased risk
of customer delays or defaults on payment obligations; and
Our retrospective adoption of new accounting principles, as
required by the Debt with Conversion and Other
Options subtopic of the FASB Accounting Standards
Codification, increasing interest expense for all periods
presented.
The right to access new technology;
The duration of the license; and
Payment timing.
34
Table of Contents
Competitiveness of our new technology;
Timing of contract renewals with existing customers;
Length of our sales cycle; and
Size, duration, terms and type of:
Contract renewals with existing customers;
Additional sales to existing customers; and
Sales to new customers.
35
Table of Contents
Change
2009 vs.
2008 vs.
2009
2008
2007
2008
2007
(In millions)
$
400.8
$
516.6
$
1,104.0
$
(115.8
)
$
(587.4
)
106.5
133.5
125.8
(27.0
)
7.7
345.3
388.5
385.2
(43.2
)
3.3
$
852.6
$
1,038.6
$
1,615.0
$
(186.0
)
$
(576.4
)
Lower business levels due to the challenges in the macroeconomic
environment;
An increase in the proportion of arrangements for which revenue
is deferred until payments become due and payable or cash is
received from customers, primarily as a result of our assessment
of the increased risk of customer delays or defaults on payment
obligations; and
A decline in maintenance fees resulting from a reduction in the
average duration of software license arrangements, because the
annual fee for maintenance is lower for arrangements with
shorter durations.
36
Table of Contents
2009
2008
2007
22%
22%
24%
21%
24%
27%
27%
24%
27%
11%
11%
8%
7%
6%
6%
12%
13%
8%
100%
100%
100%
Change
2009 vs.
2008 vs.
2009
2008
2007
2008
2007
(In millions)
$
370.0
$
435.1
$
741.9
$
(65.1
)
$
(306.8
)
20.9
33.0
34.8
(12.1
)
(1.8
)
188.9
230.8
296.9
(41.9
)
(66.1
)
152.8
204.1
342.6
(51.3
)
(138.5
)
120.0
135.6
198.8
(15.6
)
(63.2
)
$
852.6
$
1,038.6
$
1,615.0
$
(186.0
)
$
(576.4
)
2009
2008
2007
43%
42%
46%
3%
3%
2%
22%
22%
19%
18%
20%
21%
14%
13%
12%
37
Table of Contents
2009
2008
2007
(In millions)
$
0.1
$
0.2
$
0.2
3.3
4.3
3.9
2.1
2.8
2.5
12.3
17.4
22.2
26.4
36.7
46.3
10.5
19.9
26.3
$
54.7
$
81.3
$
101.4
Newly granted restricted stock awards and restricted stock
units, collectively referred to as restricted stock, and stock
options have lower fair values, primarily due to our lower stock
price;
The decrease in the number of unvested restricted stock and
stock options due to a reduction in headcount associated with
our restructuring plans and the resignation of certain
executives in the fourth quarter of fiscal 2008;
The decrease in the maximum purchase limits under our Employee
Stock Purchase Plan, or ESPP, and a lower fair value of purchase
rights granted; and
A decrease in stock bonuses.
38
Table of Contents
Change
2009 vs.
2008 vs.
2009
2008
2007
2008
2007
(In millions)
$
32.1
$
50.3
$
60.1
$
(18.2
)
$
(9.8
)
90.5
103.3
93.4
(12.8
)
9.9
46.6
55.8
61.1
(9.2
)
(5.3
)
2009
2008
2007
8
%
10
%
5
%
85
%
77
%
74
%
13
%
14
%
16
%
2009
2008
2007
(In millions)
$
27.8
$
33.0
$
37.8
4.3
17.3
22.3
$
32.1
$
50.3
$
60.1
39
Table of Contents
Change
2009 vs.
2008 vs.
2008
2007
(In millions)
$
(4.5
)
$
(5.8
)
(13.0
)
(5.0
)
(0.7
)
1.0
$
(18.2
)
$
(9.8
)
Change
2009 vs. 2008
2008 vs. 2007
(In millions)
$
(10.2
)
$
3.3
(0.4
)
1.9
----
1.1
(2.2
)
3.6
$
(12.8
)
$
9.9
40
Table of Contents
Change
2009 vs.
2008 vs.
2008
2007
(In millions)
$
(6.2
)
$
(4.6
)
(3.0
)
(0.7
)
$
(9.2
)
$
(5.3
)
Change
2009 vs.
2008 vs.
2009
2008
2007
2008
2007
(In millions)
$
286.8
$
358.4
$
407.1
$
(71.6
)
$
(48.7
)
354.7
457.9
494.0
(103.2
)
(36.1
)
122.7
152.0
169.0
(29.3
)
(17.0
)
$
764.2
$
968.3
$
1,070.1
$
(204.1
)
$
(101.8
)
2009
2008
2007
34%
35%
25%
42%
44%
31%
14%
15%
10%
41
Table of Contents
Change
2009 vs. 2008
2008 vs. 2007
(In millions)
$
(39.3
)
$
(44.7
)
(9.8
)
3.2
(8.4
)
(5.9
)
(5.1
)
(4.8
)
(3.4
)
1.0
(1.5
)
1.5
----
3.0
(4.1
)
(2.0
)
$
(71.6
)
$
(48.7
)
Change
2009 vs. 2008
2008 vs. 2007
(In millions)
$
(71.4
)
$
(26.8
)
(10.3
)
(9.6
)
(9.7
)
3.1
(5.5
)
3.0
(3.4
)
(3.5
)
(1.9
)
(7.3
)
(1.1
)
1.1
----
5.1
0.1
(1.2
)
$
(103.2
)
$
(36.1
)
42
Table of Contents
Change
2009 vs.
2008 vs.
2008
2007
(In millions)
$
(13.0
)
$
(3.0
)
(10.5
)
(12.1
)
(9.4
)
(6.4
)
(6.7
)
6.7
(6.2
)
(0.1
)
(5.4
)
(7.7
)
5.4
0.4
16.3
6.2
0.2
(1.0
)
$
(29.3
)
$
(17.0
)
43
Table of Contents
Change
2009 vs.
2008 vs.
2009
2008
2007
2008
2007
(In millions)
$
11.4
$
22.7
$
19.4
$
(11.3
)
$
3.3
Change
2009 vs.
2008 vs.
2008
2007
(In millions)
$
----
$
6.0
(9.5
)
----
(1.8
)
(2.7
)
$
(11.3
)
$
3.3
44
Table of Contents
Severance
and
Excess
Benefits
Facilities
Other
Total
(In millions)
$
(3.0
)
$
0.5
$
----
$
(2.5
)
$
44.3
$
2.3
$
0.1
$
46.7
2009
2008
2007
As Adjusted
As Adjusted
(In millions)
$
28.9
$
27.4
$
28.3
45
Table of Contents
2009
2008
2007
(In millions)
$
2.6
$
20.4
$
48.1
----
1.6
6.0
2.3
(7.9
)
4.4
(1.0
)
(8.9
)
7.6
0.4
3.4
(2.4
)
----
(9.3
)
----
(0.5
)
(0.9
)
(3.0
)
(5.2
)
(16.7
)
(2.6
)
0.4
1.5
0.4
$
(1.0
)
$
(16.8
)
$
58.5
46
Table of Contents
2009
2008
2007
As Adjusted
As Adjusted
(In millions, except percentages)
$
(3.6)
$
239.2
$
61.4
2%
(15)%
18%
47
Table of Contents
Change
2009 vs.
2008 vs.
2009
2008
2007
2008
2007
As Adjusted
As Adjusted
(In millions)
$
571.3
$
572.1
$
1,078.1
$
(0.8
)
$
(506.0
)
452.8
389.8
743.4
63.0
(353.6
)
25.6
70.3
402.4
(44.7
)
(332.1
)
(50.5
)
(126.9
)
(108.4
)
76.4
(18.5
)
21.0
(443.4
)
(170.1
)
464.4
(273.3
)
Customer payments under software licenses and from the sale or
lease of our hardware products;
Customer payments for services;
Cash received for common stock purchases under our employee
stock purchase plan; and
Proceeds from the sale of receivables during fiscal 2008.
Payments relating to salary, benefits, other employee-related
costs and other operating expenses, including our restructuring
plans;
Purchases of property, plant and equipment;
Payments to former shareholders of acquired businesses;
Purchases of treasury stock as part of our stock repurchase
program during fiscal 2008; and
Repurchase of the 2023 Notes in the amount of
$230.2 million pursuant to their terms during fiscal 2008.
48
Table of Contents
Change
2009 vs.
2008 vs.
2008
2007
As Adjusted
(In millions)
$
110.9
$
28.8
55.4
(37.9
)
0.9
(494.7
)
(0.1
)
(38.8
)
(98.0
)
(27.5
)
----
230.4
(6.1
)
(13.9
)
$
63.0
$
(353.6
)
Change
2009 vs.
2008 vs.
2008
2007
(In millions)
$
55.0
$
(545.1
)
(46.4
)
(163.2
)
(53.3
)
376.2
$
(44.7
)
$
(332.1
)
49
Table of Contents
Purchases and proceeds from the sale of property, plant and
equipment;
Purchases of
available-for-sale
securities during fiscal 2008;
Cash paid in business combinations and asset acquisitions, net
of cash acquired, and acquisition of intangibles; and
Proceeds from the sale of
available-for-sale
securities and long-term investments.
Change
2009 vs.
2008 vs.
2008
2007
(In millions)
$
62.4
$
(62.4
)
56.0
(15.5
)
6.8
59.8
3.9
(46.5
)
(52.4
)
50.1
(0.3
)
(4.0
)
$
76.4
$
(18.5
)
50
Table of Contents
Change
2009 vs.
2008 vs.
2008
2007
(In millions)
$
274.0
$
125.5
230.2
(230.2
)
(20.2
)
(207.3
)
(18.0
)
18.0
----
28.0
(1.6
)
(7.3
)
$
464.4
$
(273.3
)
51
Table of Contents
Payments Due by Period
Less
More
Total
Than 1 Year
1-3 Years
3-5 Years
Than 5 Years
(In millions)
$
84.6
$
24.4
$
30.3
$
13.2
$
16.7
20.3
19.0
0.9
0.4
----
0.2
----
----
0.2
----
500.0
----
250.0
250.0
----
21.9
7.2
10.9
3.8
----
8.0
8.0
----
----
----
237.8
----
232.4
2.5
2.9
$
872.8
$
58.6
$
524.5
$
270.1
$
19.6
(1)
The 2023 Notes are due in August 2023. However, the holders of
the 2023 Notes can require us to repurchase for cash the
remaining portion of the 2023 Notes on August 15, 2013 for
100.00% of the principal amount. Therefore, we have included
$0.2 million of principal of the 2023 Notes on the
potential repurchase of the 2023 Notes in the 3-5 Years
column in the above table.
(2)
Included in other long-term contractual obligations are
long-term income tax liabilities related to unrecognized tax
benefits of $313.6 million, and of that amount we estimate
that $215.9 million will be paid or settled within 1 to
3 years. We did not include the remaining long-term income
tax liabilities of $97.7 million in the table above,
because we estimated that this liability can be offset by
available net operating loss and tax credit carryforwards, and
that future cash payments will not be required to settle this
liability. However, the total amounts of income tax payable and
the timing of such tax payments may depend upon the resolution
of current and future tax examinations that cannot be estimated
with certainty. The remaining portion of other long-term
contractual obligations is primarily acquisition-related
liabilities.
52
Table of Contents
53
Table of Contents
Weighted
Average
Notional
Contract
Principal
Rate
(In millions)
$
29.9
91.69
14.2
0.69
13.4
46.64
10.6
1.06
10.2
3.77
7.6
32.19
6.8
7.75
2.1
0.62
$
94.8
N/A
$
(0.5
)
54
Table of Contents
Carrying
Average
Value
Interest Rate
(In millions)
$
446.3
0.13%
41.7
0.27%
47.6
0.67%
$
535.6
0.19%
55
Table of Contents
2009
2008
4th
3rd
2nd
1st
4th
3rd
2nd
1st
As
As
As
As
Adjusted
(4)
Adjusted
(4)
Adjusted
(4)
Adjusted
(4)
(In thousands, except per share amounts)
$
220,279
$
216,122
$
209,929
$
206,302
$
227,335
$
232,488
$
308,041
$
270,750
40,390
38,649
46,027
44,177
49,267
51,416
57,063
51,734
1,790
(14,047
)
(74,357
)
(63,257
)
(1,634,105
)
(170,656
)
(18,812
)
(33,142
)
0.01
(0.05
)
(0.29
)
(0.25
)
(6.55
)
(0.67
)
(0.07
)
(0.13
)
0.01
(0.05
)
(0.29
)
(0.25
)
(6.55
)
(0.67
)
(0.07
)
(0.13
)
(1)
During the quarter ended January 3, 2009, we recorded an
adjustment reducing Product revenue by $5.8 million to
correct the amount of Product revenue that was previously
recognized during the three months ended March 29, 2008.
Product revenue for a software arrangement was recognized upon
delivery of the software licenses during the three months ended
March 29, 2008, but it was later determined that the
Product revenue should have been recognized on a ratable basis.
The correction is not considered material to the Consolidated
Financial Statements.
(2)
During the quarter ended January 3, 2009, we recorded a
$1,317.2 million impairment of goodwill, a
$47.1 million impairment of intangible and tangible assets
and a $326.0 million valuation allowance against our
deferred tax assets. For additional description of the
impairments of goodwill and intangible and tangible assets, see
Note 13 to our Consolidated Financial Statements. For additional
description of the valuation allowance, see Note 4 to our
Consolidated Financial Statements.
(3)
During fiscal 2008, we decided to repatriate earnings from a
foreign subsidiary to the United States that had previously been
considered to be indefinitely reinvested outside the United
States and for which deferred taxes had not been previously
provided. As a result, we accrued a tax expense of
$71.0 million during the third quarter of fiscal 2008 and
$30.1 million during the fourth quarter of fiscal 2008 to
provide for the federal, state and foreign income taxes on these
repatriations.
(4)
We adopted new accounting principles for our Convertible Senior
Notes on the first day of fiscal 2009. See Note 3 to our
Consolidated Financial Statements for additional information and
disclosures regarding this adoption.
(5)
During the quarter ended January 2, 2010, we recorded a
$15.2 million tax benefit due to a United States federal
tax law that was enacted during the fourth quarter of fiscal
2009, allowing us to carry back our fiscal 2009 net
operating loss for a period of three, four or five years to
offset taxable income in those preceding tax years. See
Note 4 to our Consolidated Financial Statements for
additional information regarding this election.
56
Table of Contents
57
Table of Contents
58
Table of Contents
Page
Financial Statements
Reports of Independent Registered Public
Accounting Firm
60
Consolidated Balance Sheets as of January 2,
2010 and January 3, 2009
62
Consolidated Statements of Operations for the
three fiscal years ended January 2, 2010
63
Consolidated Statements of Stockholders
Equity and Comprehensive Income (Loss) for the three fiscal
years ended January 2, 2010
64
Consolidated Statements of Cash Flows for the
three fiscal years ended January 2, 2010
65
Notes to Consolidated Financial Statements
66
Financial Statement Schedules
II. Valuation and Qualifying Accounts
and Reserves
113
All other schedules are omitted because they are not required or
the required information is shown in the Consolidated Financial
Statements or Notes thereto.
Exhibits
116
The exhibits listed in the accompanying Exhibit Index
(following the Signatures section of this Annual Report on
Form 10-K)
are filed or incorporated by reference as part of this Annual
Report on
Form 10-K.
The exhibits filed or incorporated by reference as part of this
Annual Report on
Form 10-K
contain agreements to which Cadence is a party. These agreements
are included to provide information regarding their terms and
are not intended to provide any other factual or disclosure
information about Cadence or the other parties to the
agreements. Certain of the agreements contain representations
and warranties by each of the parties to the applicable
agreement, and any such representations and warranties have been
made solely for the benefit of the other parties to the
applicable agreement as of specified dates, may apply
materiality standards that are different than those applied by
investors, and may be subject to important qualifications and
limitations that are not necessarily reflected in the agreement.
Accordingly, these representations and warranties may not
describe the actual state of affairs as of the date they were
made or at any other time, and should not be relied upon as
statements of factual information.
59
Table of Contents
Mountain View, California
February 26, 2010
60
Table of Contents
Mountain View, California
February 26, 2010
61
Table of Contents
62
2009 | 2008 | 2007 | ||||||||||
As Adjusted
|
As Adjusted
|
|||||||||||
(Note 3) | (Note 3) | |||||||||||
Revenue:
|
||||||||||||
Product
|
$ | 400,773 | $ | 516,603 | $ | 1,103,970 | ||||||
Services
|
106,555 | 133,498 | 125,838 | |||||||||
Maintenance
|
345,304 | 388,513 | 385,205 | |||||||||
Total revenue
|
852,632 | 1,038,614 | 1,615,013 | |||||||||
Costs and Expenses:
|
||||||||||||
Cost of product
|
32,114 | 50,303 | 60,069 | |||||||||
Cost of services
|
90,536 | 103,337 | 93,360 | |||||||||
Cost of maintenance
|
46,593 | 55,840 | 61,079 | |||||||||
Marketing and sales
|
286,833 | 358,409 | 407,148 | |||||||||
Research and development
|
354,703 | 457,913 | 494,032 | |||||||||
General and administrative
|
122,648 | 152,032 | 168,997 | |||||||||
Amortization of acquired intangibles
|
11,420 | 22,732 | 19,421 | |||||||||
Impairment of goodwill
|
---- | 1,317,200 | ---- | |||||||||
Impairment of intangible and tangible assets
|
---- | 47,069 | ---- | |||||||||
Restructuring and other charges (credits)
|
31,376 | 46,447 | (9,686 | ) | ||||||||
Write-off of acquired in-process technology
|
---- | 600 | 2,678 | |||||||||
Total costs and expenses
|
976,223 | 2,611,882 | 1,297,098 | |||||||||
Income (loss) from operations
|
(123,591 | ) | (1,573,268 | ) | 317,915 | |||||||
Interest expense
|
(28,872 | ) | (27,402 | ) | (28,260 | ) | ||||||
Other income (expense), net
|
(1,042 | ) | (16,843 | ) | 58,530 | |||||||
Income (loss) before provision (benefit) for income taxes
|
(153,505 | ) | (1,617,513 | ) | 348,185 | |||||||
Provision (benefit) for income taxes
|
(3,634 | ) | 239,202 | 61,397 | ||||||||
Net income (loss)
|
$ | (149,871 | ) | $ | (1,856,715 | ) | $ | 286,788 | ||||
Net income (loss) per share basic
|
$ | (0.58 | ) | $ | (7.30 | ) | $ | 1.06 | ||||
Net income (loss) per share diluted
|
$ | (0.58 | ) | $ | (7.30 | ) | $ | 0.97 | ||||
Weighted average common shares outstanding basic
|
257,782 | 254,323 | 271,455 | |||||||||
Weighted average common shares outstanding diluted
|
257,782 | 254,323 | 295,591 | |||||||||
63
Common Stock | ||||||||||||||||||||||||
Par Value
|
Retained
|
Accumulated
|
||||||||||||||||||||||
and Capital
|
Earnings
|
Other
|
||||||||||||||||||||||
in Excess
|
Treasury
|
(Accumulated
|
Comprehensive
|
|||||||||||||||||||||
Shares | of Par | Stock | Deficit) | Income | Total | |||||||||||||||||||
BALANCE, DECEMBER 30, 2006, as adjusted (Note 3)
|
274,912 | $ | 1,508,258 | $ | (544,855 | ) | $ | 832,426 | $ | 12,484 | $ | 1,808,313 | ||||||||||||
Comprehensive income:
|
||||||||||||||||||||||||
Net income, as adjusted (Note 3)
|
---- | ---- | ---- | 286,788 | ---- | 286,788 | ||||||||||||||||||
Other comprehensive income, net of taxes (Note 12)
|
---- | ---- | ---- | ---- | 7,773 | 7,773 | ||||||||||||||||||
Total comprehensive income, net of taxes, as adjusted
(Note 3)
|
294,561 | |||||||||||||||||||||||
Purchase of treasury stock
|
(19,400 | ) | ---- | (399,490 | ) | ---- | ---- | (399,490 | ) | |||||||||||||||
Issuance of common stock and re-issuance of treasury stock under
equity incentive plans, net of forfeitures
|
20,268 | (54,901 | ) | 344,348 | (24,384 | ) | ---- | 265,063 | ||||||||||||||||
Stock received for payment of employee taxes on vesting of
restricted stock
|
(1,094 | ) | ---- | (19,128 | ) | ---- | ---- | (19,128 | ) | |||||||||||||||
Tax benefit from employee stock transactions
|
---- | 25,982 | ---- | ---- | ---- | 25,982 | ||||||||||||||||||
Tax benefit from call options, as adjusted (Note 3)
|
---- | 5,370 | ---- | ---- | ---- | 5,370 | ||||||||||||||||||
Stock options assumed in acquisitions
|
---- | 1,841 | ---- | ---- | ---- | 1,841 | ||||||||||||||||||
Stock-based compensation expense
|
---- | 91,850 | ---- | ---- | ---- | 91,850 | ||||||||||||||||||
Step acquisition adjustment (Note 14)
|
---- | ---- | ---- | (1,556 | ) | ---- | (1,556 | ) | ||||||||||||||||
Unrecognized tax benefit initial adoption adjustment
(Note 4)
|
---- | 35,251 | ---- | 59,366 | ---- | 94,617 | ||||||||||||||||||
Unrecognized tax benefit adjustment related to effective
settlement with IRS (Note 4)
|
---- | 6,225 | ---- | ---- | ---- | 6,225 | ||||||||||||||||||
BALANCE, DECEMBER 29, 2007, as adjusted (Note 3)
|
274,686 | $ | 1,619,876 | $ | (619,125 | ) | $ | 1,152,640 | $ | 20,257 | $ | 2,173,648 | ||||||||||||
Comprehensive loss:
|
||||||||||||||||||||||||
Net loss, as adjusted (Note 3)
|
---- | ---- | ---- | (1,856,715 | ) | ---- | (1,856,715 | ) | ||||||||||||||||
Other comprehensive income, net of taxes and liquidation of
subsidiary (Notes 2 and 12)
|
---- | ---- | ---- | ---- | 16,985 | 16,985 | ||||||||||||||||||
Total comprehensive loss, net of taxes, as adjusted (Note 3)
|
(1,839,730 | ) | ||||||||||||||||||||||
Purchase of treasury stock
|
(27,034 | ) | ---- | (273,950 | ) | ---- | ---- | (273,950 | ) | |||||||||||||||
Issuance of common stock and re-issuance of treasury stock under
equity incentive plans, net of forfeitures
|
10,931 | (45,621 | ) | 203,037 | (110,604 | ) | ---- | 46,812 | ||||||||||||||||
Stock received for payment of employee taxes on vesting of
restricted stock
|
(726 | ) | ---- | (5,114 | ) | ---- | ---- | (5,114 | ) | |||||||||||||||
Tax expense from employee stock transactions
|
---- | (5,472 | ) | ---- | ---- | ---- | (5,472 | ) | ||||||||||||||||
Tax benefit from call options, as adjusted (Note 3)
|
---- | 4,389 | ---- | ---- | ---- | 4,389 | ||||||||||||||||||
Stock options assumed in acquisitions
|
---- | 1,140 | ---- | ---- | ---- | 1,140 | ||||||||||||||||||
Stock-based compensation expense
|
---- | 75,318 | ---- | ---- | ---- | 75,318 | ||||||||||||||||||
Unrecognized tax benefit adjustment (Note 4)
|
---- | 7,893 | ---- | ---- | ---- | 7,893 | ||||||||||||||||||
Tax adjustment related to the repatriation of earnings
(Note 4)
|
---- | 1,779 | ---- | ---- | ---- | 1,779 | ||||||||||||||||||
BALANCE, JANUARY 3, 2009, as adjusted (Note 3)
|
257,857 | $ | 1,659,302 | $ | (695,152 | ) | $ | (814,679 | ) | $ | 37,242 | $ | 186,713 | |||||||||||
Comprehensive loss:
|
||||||||||||||||||||||||
Net loss
|
---- | ---- | ---- | (149,871 | ) | ---- | (149,871 | ) | ||||||||||||||||
Other comprehensive income, net of taxes (Note 12)
|
---- | ---- | ---- | ---- | 6,028 | 6,028 | ||||||||||||||||||
Total comprehensive loss, net of taxes
|
(143,843 | ) | ||||||||||||||||||||||
Issuance of common stock and re-issuance of treasury stock under
equity incentive plans, net of forfeitures
|
11,824 | (28,504 | ) | 269,801 | (213,433 | ) | ---- | 27,864 | ||||||||||||||||
Stock received for payment of employee taxes on vesting of
restricted stock
|
(1,032 | ) | ---- | (5,959 | ) | ---- | ---- | (5,959 | ) | |||||||||||||||
Tax expense from employee stock transactions
|
---- | (299 | ) | ---- | ---- | ---- | (299 | ) | ||||||||||||||||
Unrecognized tax benefit adjustment (Note 4)
|
---- | (6,369 | ) | ---- | ---- | ---- | (6,369 | ) | ||||||||||||||||
Stock-based compensation expense
|
---- | 50,266 | ---- | ---- | ---- | 50,266 | ||||||||||||||||||
BALANCE, JANUARY 2, 2010
|
268,649 | $ | 1,674,396 | $ | (431,310 | ) | $ | (1,177,983 | ) | $ | 43,270 | $ | 108,373 | |||||||||||
64
2009 | 2008 | 2007 | ||||||||||
As Adjusted
|
As Adjusted
|
|||||||||||
(Note 3) | (Note 3) | |||||||||||
Cash and Cash Equivalents at Beginning of Year
|
$ | 568,255 | $ | 1,062,920 | $ | 934,342 | ||||||
Cash Flows from Operating Activities:
|
||||||||||||
Net income (loss)
|
(149,871 | ) | (1,856,715 | ) | 286,788 | |||||||
Adjustments to reconcile net income (loss) to net cash provided
by operating activities:
|
||||||||||||
Impairment of goodwill
|
---- | 1,317,200 | ---- | |||||||||
Impairment of intangible and tangible assets
|
---- | 47,069 | ---- | |||||||||
Depreciation and amortization
|
93,139 | 126,489 | 128,486 | |||||||||
Amortization of debt discount and fees
|
20,912 | 18,019 | 18,049 | |||||||||
Stock-based compensation
|
54,706 | 81,274 | 101,415 | |||||||||
Loss from equity method investments
|
481 | 945 | 3,027 | |||||||||
(Gain) loss on investments, net
|
(1,292 | ) | 15,263 | (18,090 | ) | |||||||
Gain on sale and leaseback of land and buildings
|
(122 | ) | (185 | ) | (13,141 | ) | ||||||
Write-down of investment securities
|
5,207 | 16,653 | 2,550 | |||||||||
Write-off of acquired in-process technology
|
---- | 600 | 2,678 | |||||||||
Non-cash restructuring and other charges (credits)
|
(358 | ) | 279 | (7,106 | ) | |||||||
Loss on liquidation of subsidiary
|
---- | 9,327 | ---- | |||||||||
Tax benefit from call options
|
---- | 4,389 | 5,370 | |||||||||
Impairment of property, plant and equipment
|
6,730 | 2,170 | 2,365 | |||||||||
Deferred income taxes
|
(3,438 | ) | 198,784 | 12,365 | ||||||||
Proceeds from the sale of receivables, net
|
5,827 | 52,232 | 215,444 | |||||||||
Provisions (recoveries) for losses (gains) on trade accounts
receivable and sales returns
|
20,947 | 4,578 | (586 | ) | ||||||||
Other non-cash items
|
(637 | ) | 1,807 | 8,854 | ||||||||
Changes in operating assets and liabilities, net of effect of
acquired businesses:
|
||||||||||||
Receivables
|
61,966 | (31,205 | ) | 15,762 | ||||||||
Installment contract receivables
|
114,346 | 79,635 | (393,658 | ) | ||||||||
Inventories
|
3,896 | 2,584 | 6,197 | |||||||||
Prepaid expenses and other
|
(1,393 | ) | (4,618 | ) | (603 | ) | ||||||
Other assets
|
12,044 | (2,778 | ) | (628 | ) | |||||||
Accounts payable and accrued liabilities
|
(94,851 | ) | (42,882 | ) | 20,352 | |||||||
Deferred revenue
|
(95,135 | ) | 25,648 | 44,775 | ||||||||
Other long-term liabilities
|
(27,467 | ) | 3,724 | (38,227 | ) | |||||||
Net cash provided by operating activities
|
25,637 | 70,286 | 402,438 | |||||||||
Cash Flows from Investing Activities:
|
||||||||||||
Proceeds from sale of
available-for-sale
securities
|
4,135 | 56,529 | 6,468 | |||||||||
Purchases of
available-for-sale
securities
|
---- | (62,447 | ) | ---- | ||||||||
Proceeds from the sale of long-term investments
|
---- | 4,028 | 6,323 | |||||||||
Proceeds from the sale of property, plant and equipment
|
3,864 | ---- | 46,500 | |||||||||
Purchases of property, plant and equipment
|
(41,308 | ) | (97,290 | ) | (81,795 | ) | ||||||
Purchases of software licenses
|
(774 | ) | (2,388 | ) | (2,000 | ) | ||||||
Investment in venture capital partnerships and equity investments
|
(2,300 | ) | (4,386 | ) | (3,214 | ) | ||||||
Cash paid in business combinations and asset acquisitions, net
of cash acquired, and acquisitions of intangibles
|
(14,126 | ) | (20,931 | ) | (80,725 | ) | ||||||
Net cash used for investing activities
|
(50,509 | ) | (126,885 | ) | (108,443 | ) | ||||||
Cash Flows from Financing Activities:
|
||||||||||||
Proceeds from receivable sale financing
|
---- | 17,970 | ---- | |||||||||
Principal payments on receivable sale financing
|
(2,467 | ) | (793 | ) | ---- | |||||||
Principal payments on term loan
|
---- | ---- | (28,000 | ) | ||||||||
Payment of convertible notes due 2023
|
---- | (230,207 | ) | ---- | ||||||||
Tax benefit from employee stock transactions
|
1,383 | 483 | 21,090 | |||||||||
Proceeds from issuance of common stock
|
28,010 | 48,192 | 255,462 | |||||||||
Stock received for payment of employee taxes on vesting of
restricted stock
|
(5,959 | ) | (5,114 | ) | (19,128 | ) | ||||||
Purchases of treasury stock
|
---- | (273,950 | ) | (399,490 | ) | |||||||
Net cash provided by (used for) financing activities
|
20,967 | (443,419 | ) | (170,066 | ) | |||||||
Effect of exchange rate changes on cash and cash equivalents
|
4,765 | 5,353 | 4,649 | |||||||||
Increase (decrease) in Cash and cash equivalents
|
860 | (494,665 | ) | 128,578 | ||||||||
Cash and Cash Equivalents at End of Year
|
$ | 569,115 | $ | 568,255 | $ | 1,062,920 | ||||||
65
NOTE 1. | CADENCE |
NOTE 2. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
66
Computer equipment and related software
|
2-7 years | |
Buildings
|
10-32 years | |
Leasehold and building improvements
|
Shorter of the lease term or the estimated useful life | |
Furniture and fixtures
|
3-5 years | |
Equipment
|
3-5 years |
67
68
69
| Subscription licenses; | |
| Term licenses; and | |
| Perpetual licenses. |
| Access and use all software products delivered at the outset of an arrangement throughout the entire term of the arrangement, generally two to four years, with no rights to return; | |
| Use unspecified additional software products that become commercially available during the term of the arrangement; and | |
| Remix among the software products delivered at the outset of the arrangement, as well as the right to remix into other unspecified additional software products that may become available during the term of the arrangement, so long as the cumulative value of all products in use does not exceed the total license fee determined at the outset of the arrangement. These remix rights may be exercisable multiple times during the term of the arrangement. The right to remix all software products delivered pursuant to the license agreement is not considered an exchange or return of software because all software products have been delivered and the customer has the continuing right to use them. |
| Access and use all software products delivered at the outset of an arrangement throughout the entire term of the arrangement, generally two to four years, with no rights to return; and | |
| Remix among the software products delivered at the outset of the arrangement, so long as the cumulative value of all products in use does not exceed the total license fee determined at the outset of the arrangement. These remix rights may be exercisable multiple times during the term of the arrangement. The right to remix all software products delivered pursuant to the license agreement is not considered an |
70
exchange or return of software because all software products have been delivered and the customer has the continuing right to use them. |
71
72
73
| Expected volatility of our stock; | |
| Expected term of stock options; | |
| Risk-free interest rate for the period; | |
| Expected dividends, if any; and | |
| Expected forfeitures. |
74
| Level 1 Quoted prices for identical instruments in active markets; | |
| Level 2 Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and | |
| Level 3 Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. |
75
| The price of Cadences common stock reaches $27.50 during certain periods of time specified in the Convertible Senior Notes; | |
| Specified corporate transactions occur; or | |
| The trading price of the Convertible Senior Notes falls below 98% of the product of (i) the last reported sale price of Cadences common stock and (ii) the conversion rate on that date. |
| Cash up to the principal amount of the note; and | |
| Cadences common stock to the extent that the conversion value exceeds the amount of cash paid upon conversion of the Convertible Senior Notes. |
76
| Listed on, or immediately after the transaction or event will be listed on, a United States national securities exchange; or | |
| Approved, or immediately after the transaction or event will be approved, for quotation on a United States system of automated dissemination of quotations of securities prices similar to the NASDAQ National Market prior to its designation as a national securities exchange. |
77
As of | ||||||||
January 2,
|
January 3,
|
|||||||
2010 | 2009 | |||||||
As Adjusted | ||||||||
(In thousands) | ||||||||
Equity component of Convertible Senior Notes
|
$ | 116,993 | $ | 116,993 | ||||
Principal amount of Convertible Senior Notes
|
$ | 500,000 | $ | 500,000 | ||||
Unamortized discount of Convertible Senior Notes
|
(64,166 | ) | (83,606 | ) | ||||
Liability component of Convertible Senior Notes
|
$ | 435,834 | $ | 416,394 | ||||
2009 | 2008 | 2007 | ||||||||||
(In thousands, except percentages) | ||||||||||||
Effective interest rate
|
6.3% | 6.3% | 6.3% | |||||||||
Contractual interest expense
|
$ | 7,159 | $ | 7,286 | $ | 7,167 | ||||||
Amortization of debt discount
|
$ | 19,440 | $ | 18,551 | $ | 17,390 | ||||||
Capitalized interest associated with the amortization of debt
discount
|
$ | (341 | ) | $ | (2,090 | ) | $ | (801 | ) |
78
As of January 3, 2009 | ||||||||||||
As Previously
|
As
|
|||||||||||
Reported | Adjustments | Adjusted | ||||||||||
(In thousands) | ||||||||||||
Current assets
|
$ | 954,548 | $ | (558 | )(A) | $ | 953,990 | |||||
Property, plant and equipment, net
|
351,961 | 2,891 | (B) | 354,852 | ||||||||
Acquired intangibles, net
|
49,082 | ---- | 49,082 | |||||||||
Installment contract receivables
|
160,742 | ---- | 160,742 | |||||||||
Other assets
|
162,381 | (1,194 | )(C) | 161,187 | ||||||||
Total Assets
|
$ | 1,678,714 | $ | 1,139 | $ | 1,679,853 | ||||||
Current liabilities
|
$ | 564,210 | $ | ---- | $ | 564,210 | ||||||
Long-Term Liabilities:
|
||||||||||||
Long-term portion of deferred revenue
|
130,354 | ---- | 130,354 | |||||||||
Convertible notes
|
500,178 | (83,606 | )(D) | 416,572 | ||||||||
Other long-term liabilities
|
382,004 | ---- | 382,004 | |||||||||
Total long-term liabilities
|
1,012,536 | (83,606 | ) | 928,930 | ||||||||
Stockholders Equity:
|
||||||||||||
Common stock and capital in excess of par value
|
1,562,079 | 97,223 | (E) | 1,659,302 | ||||||||
Treasury stock, at cost
|
(695,152 | ) | ---- | (695,152 | ) | |||||||
Accumulated deficit
|
(802,201 | ) | (12,478 | )(F) | (814,679 | ) | ||||||
Accumulated other comprehensive income
|
37,242 | ---- | 37,242 | |||||||||
Total stockholders equity
|
101,968 | 84,745 | 186,713 | |||||||||
Total Liabilities and Stockholders Equity
|
$ | 1,678,714 | $ | 1,139 | $ | 1,679,853 | ||||||
2008 | ||||||||||||
As Previously
|
As
|
|||||||||||
Reported | Adjustments | Adjusted | ||||||||||
(In thousands, except per share amounts) | ||||||||||||
Revenue
|
$ | 1,038,614 | $ | ---- | $ | 1,038,614 | ||||||
Costs and expenses
|
2,611,882 | ---- | 2,611,882 | |||||||||
Loss from operations
|
(1,573,268 | ) | ---- | (1,573,268 | ) | |||||||
Interest expense
|
(11,614 | ) | (15,788 | )(G) | (27,402 | ) | ||||||
Other expense, net
|
(16,843 | ) | ---- | (16,843 | ) | |||||||
Loss before provision for income taxes
|
(1,601,725 | ) | (15,788 | ) | (1,617,513 | ) | ||||||
Provision for income taxes
|
252,313 | (13,111 | )(H) | 239,202 | ||||||||
Net loss
|
$ | (1,854,038 | ) | $ | (2,677 | ) | $ | (1,856,715 | ) | |||
Basic net loss per share
|
$ | (7.29 | ) | $ | (7.30 | ) | ||||||
Diluted net loss per share
|
$ | (7.29 | ) | $ | (7.30 | ) | ||||||
79
2007 | ||||||||||||
As Previously
|
As
|
|||||||||||
Reported | Adjustments | Adjusted | ||||||||||
(In thousands, except per share amounts) | ||||||||||||
Revenue
|
$ | 1,615,013 | $ | ---- | $ | 1,615,013 | ||||||
Costs and expenses
|
1,297,098 | ---- | 1,297,098 | |||||||||
Loss from operations
|
317,915 | ---- | 317,915 | |||||||||
Interest expense
|
(12,374 | ) | (15,886 | )(G) | (28,260 | ) | ||||||
Other income, net
|
58,530 | ---- | 58,530 | |||||||||
Income before provision for income taxes
|
364,071 | (15,886 | ) | 348,185 | ||||||||
Provision for income taxes
|
67,819 | (6,422 | )(H) | 61,397 | ||||||||
Net income
|
$ | 296,252 | $ | (9,464 | ) | $ | 286,788 | |||||
Basic net income per share
|
$ | 1.09 | $ | 1.06 | ||||||||
Diluted net income per share
|
$ | 1.01 | $ | 0.97 | ||||||||
(A) | This amount represents the cumulative adjustments to the current portion of debt issuance costs associated with the Convertible Senior Notes. | |
(B) | This amount represents the cumulative capitalized interest related to the amortization of debt discount. | |
(C) | This amount represents the cumulative adjustments to the long-term portion of debt issuance costs associated with the Convertible Senior Notes and the cumulative impact on the net deferred tax assets related to the amortization of debt discount. | |
(D) | This amount represents the remaining unamortized debt discount on the Convertible Senior Notes as of January 3, 2009. | |
(E) | This amount represents the equity component of the Convertible Senior Notes, net of tax adjustments to the tax benefit of call options, due to the amortization of debt discount. | |
(F) | This amount represents the cumulative Net income (loss) impact of the amortization of debt discount and the associated tax adjustments since inception of the Convertible Senior Notes. | |
(G) | This amount represents the amortization of debt discount, net of the decrease in interest expense associated with the debt issuance costs. | |
(H) | This amount represents the tax adjustments associated with the increased expense during the period. |
80
Common
|
||||||||
Stock and
|
Retained
|
|||||||
Capital in
|
Earnings
|
|||||||
Excess of
|
(Accumulated
|
|||||||
Par Value | Deficit) | |||||||
(In thousands) | ||||||||
Balance, December 30, 2006, as reported
|
$ | 1,398,899 | $ | 832,763 | ||||
Equity component of Convertible Senior Notes
|
120,073 | ---- | ||||||
Equity component of debt issuance costs
|
(3,080 | ) | ---- | |||||
Amortization of debt discount, net of capitalized interest
|
---- | (527 | ) | |||||
Amortization of debt issuance costs, net of reversal of
previously recorded amortization of debt issuance costs
|
---- | (44 | ) | |||||
Tax adjustments
|
(7,634 | ) | 234 | |||||
Balance, December 30, 2006, as adjusted
|
$ | 1,508,258 | $ | 832,426 | ||||
Fiscal 2007 equity activity as previously reported
|
117,594 | 329,678 | ||||||
Amortization of debt discount, net of capitalized interest
|
---- | (16,589 | ) | |||||
Amortization of debt issuance costs, net of reversal of
previously recorded amortization of debt issuance costs
|
---- | 703 | ||||||
Tax adjustments
|
(5,976 | ) | 6,422 | |||||
Balance, December 29, 2007, as adjusted
|
$ | 1,619,876 | $ | 1,152,640 | ||||
Fiscal 2008 equity activity as previously reported
|
45,586 | (1,964,642 | ) | |||||
Amortization of debt discount, net of capitalized interest
|
---- | (16,460 | ) | |||||
Amortization of debt issuance costs, net of reversal of
previously recorded amortization of debt issuance costs
|
---- | 672 | ||||||
Tax adjustments
|
(6,160 | ) | 13,111 | |||||
Balance, January 3, 2009, as adjusted
|
$ | 1,659,302 | $ | (814,679 | ) | |||
81
2009 | 2008 | 2007 | ||||||||||
As Adjusted | As Adjusted | |||||||||||
(In thousands) | ||||||||||||
Current:
|
||||||||||||
Federal
|
$ | (2,759 | ) | $ | 17,453 | $ | 28,860 | |||||
State
|
1,027 | 4,021 | 3,225 | |||||||||
Foreign
|
1,536 | 18,943 | 16,947 | |||||||||
Total current
|
(196 | ) | 40,417 | 49,032 | ||||||||
Deferred:
|
||||||||||||
Federal
|
---- | 169,049 | 13,316 | |||||||||
State
|
---- | 37,094 | (5,553 | ) | ||||||||
Foreign
|
(3,438 | ) | (7,358 | ) | 4,602 | |||||||
Total deferred
|
(3,438 | ) | 198,785 | 12,365 | ||||||||
Total provision (benefit) for income taxes
|
$ | (3,634 | ) | $ | 239,202 | $ | 61,397 | |||||
2009 | 2008 | 2007 | ||||||||||
As Adjusted | As Adjusted | |||||||||||
(In thousands) | ||||||||||||
Provision computed at federal statutory rate
|
$ | (53,727 | ) | $ | (566,130 | ) | $ | 121,865 | ||||
State income tax, net of federal tax effect
|
(12,899 | ) | (24,073 | ) | (1,234 | ) | ||||||
Foreign income taxed at a higher (lower) rate
|
(1,449 | ) | 26,222 | (26,886 | ) | |||||||
Stock-based compensation
|
7,579 | 4,516 | (556 | ) | ||||||||
Basis difference in acquisitions
|
5,027 | 4,218 | 4,251 | |||||||||
Change in valuation allowance
|
52,021 | 326,042 | (809 | ) | ||||||||
Research and development tax credit
|
(4,064 | ) | (5,241 | ) | (10,203 | ) | ||||||
Repatriation of foreign earnings
|
3,412 | 101,123 | ---- | |||||||||
Goodwill impairment
|
627 | 370,898 | ---- | |||||||||
Settlement of the IRS exam for the 1997 1999 tax
years
|
---- | ---- | (27,771 | ) | ||||||||
Other
|
(161 | ) | 1,627 | 2,740 | ||||||||
Provision (benefit) for income taxes
|
$ | (3,634 | ) | $ | 239,202 | $ | 61,397 | |||||
Effective tax rate
|
2% | (15)% | 18% | |||||||||
82
Increase
|
||||
(decrease) in
|
||||
Net income
|
||||
(loss) | ||||
(In thousands) | ||||
Period:
|
||||
2004
|
$ | (4,908 | ) | |
2005
|
(2,416 | ) | ||
2006
|
(2,089 | ) | ||
2007
|
(258 | ) | ||
2008
|
2,409 | |||
$ | (7,262 | ) | ||
83
2009 | 2008 | |||||||
As Adjusted | ||||||||
(In thousands) | ||||||||
Deferred Tax Assets:
|
||||||||
Intangibles
|
$ | 103,363 | $ | 119,353 | ||||
Accruals and reserves
|
102,152 | 98,259 | ||||||
Tax credit carryforwards
|
155,137 | 101,596 | ||||||
Depreciation and amortization
|
8,408 | 15,212 | ||||||
Capitalized R&D expense
|
48,930 | 28,910 | ||||||
Investments
|
18,197 | 17,697 | ||||||
Stock-based compensation
|
27,574 | 29,912 | ||||||
Net operating loss carryforwards
|
37,205 | 17,125 | ||||||
Deferred revenue
|
23,247 | 31,118 | ||||||
Other
|
8,006 | 4,604 | ||||||
Total deferred tax assets
|
532,219 | 463,786 | ||||||
Valuation allowance
|
(383,164 | ) | (331,142 | ) | ||||
Net deferred tax assets
|
149,055 | 132,644 | ||||||
Deferred Tax Liabilities:
|
||||||||
Basis differences in investment in foreign subsidiaries
|
(34,667 | ) | (34,513 | ) | ||||
Deferred revenue
|
(5,945 | ) | (13,327 | ) | ||||
Intangibles
|
(2,769 | ) | (8,126 | ) | ||||
Convertible notes
|
(5,006 | ) | (6,384 | ) | ||||
Other
|
(7,891 | ) | (3,936 | ) | ||||
Total deferred tax liabilities
|
(56,278 | ) | (66,286 | ) | ||||
Total net deferred tax assets
|
$ | 92,777 | $ | 66,358 | ||||
84
85
86
2009 | 2008 | |||||||
As Adjusted | ||||||||
(In thousands) | ||||||||
Unrecognized tax benefits at the beginning of the fiscal year
|
$ | 322,742 | $ | 306,870 | ||||
Gross amount of the increases (decreases) in unrecognized tax
benefits of tax positions taken during a prior year
|
(1,638 | ) | 10,720 | |||||
Gross amount of the increases in unrecognized tax benefits as a
result of tax positions taken during the current year
|
4,838 | 6,780 | ||||||
Amount of decreases in unrecognized tax benefits relating to
settlements with taxing authorities
|
(1,061 | ) | (1,388 | ) | ||||
Reductions to unrecognized tax benefits resulting from the lapse
of the applicable statute of limitations
|
(226 | ) | (263 | ) | ||||
Effect of foreign currency translation
|
182 | 23 | ||||||
Unrecognized tax benefits at the end of the fiscal year
|
$ | 324,837 | $ | 322,742 | ||||
2009 | 2008 | 2007 | ||||||||||
As Adjusted | As Adjusted | |||||||||||
(In thousands) | ||||||||||||
Interest
|
$ | 17,540 | $ | 13,855 | $ | (17,781 | ) | |||||
Penalties
|
$ | 1,043 | $ | 122 | $ | (366 | ) |
87
88
Severance
|
||||
and Benefits | ||||
(In thousands) | ||||
Balance, January 3, 2009
|
$ | ---- | ||
Restructuring and other charges (credits), net
|
35,050 | |||
Cash payments
|
(16,310 | ) | ||
Effect of foreign currency translation
|
(102 | ) | ||
Balance, January 2, 2010
|
$ | 18,638 | ||
Severance
|
||||||||||||||||
and
|
Excess
|
|||||||||||||||
Benefits | Facilities | Other | Total | |||||||||||||
(In thousands) | ||||||||||||||||
Balance, December 29, 2007
|
$ | ---- | $ | ---- | $ | ---- | $ | ---- | ||||||||
Restructuring and other charges (credits), net
|
44,272 | 2,286 | 140 | 46,698 | ||||||||||||
Non-cash charges
|
---- | 4 | ---- | 4 | ||||||||||||
Cash payments
|
(15,415 | ) | (126 | ) | (59 | ) | (15,600 | ) | ||||||||
Effect of foreign currency translation
|
810 | ---- | 3 | 813 | ||||||||||||
Balance, January 3, 2009
|
$ | 29,667 | $ | 2,164 | $ | 84 | $ | 31,915 | ||||||||
Restructuring and other charges (credits), net
|
(3,006 | ) | 506 | (10 | ) | (2,510 | ) | |||||||||
Non-cash charges
|
---- | 116 | ---- | 116 | ||||||||||||
Cash payments
|
(26,010 | ) | (1,139 | ) | (69 | ) | (27,218 | ) | ||||||||
Effect of foreign currency translation
|
(364 | ) | 227 | ---- | (137 | ) | ||||||||||
Balance, January 2, 2010
|
$ | 287 | $ | 1,874 | $ | 5 | $ | 2,166 | ||||||||
89
Excess
|
||||
Facilities | ||||
(In thousands) | ||||
Balance, December 30, 2006
|
$ | 31,300 | ||
Restructuring and other charges (credits), net
|
(9,686 | ) | ||
Non-cash charges
|
245 | |||
Cash payments
|
(12,373 | ) | ||
Effect of foreign currency translation
|
719 | |||
Balance, December 29, 2007
|
$ | 10,205 | ||
Restructuring and other charges (credits), net
|
(251 | ) | ||
Non-cash charges
|
275 | |||
Cash payments
|
(2,750 | ) | ||
Effect of foreign currency translation
|
(1,220 | ) | ||
Balance, January 3, 2009
|
$ | 6,259 | ||
Restructuring and other charges (credits), net
|
(1,164 | ) | ||
Non-cash charges
|
239 | |||
Cash payments
|
(1,002 | ) | ||
Effect of foreign currency translation
|
316 | |||
Balance, January 2, 2010
|
$ | 4,648 | ||
90
Fair Value Measurements as of January 2, 2010: | ||||||||||||||||
Assets
|
Total | Level 1 | Level 2 | Level 3 | ||||||||||||
(In thousands) | ||||||||||||||||
Cash equivalents Money market funds
|
$ | 446,335 | $ | 446,335 | $ | ---- | $ | ---- | ||||||||
Available-for-sale
securities
|
1,951 | 1,951 | ---- | ---- | ||||||||||||
Time deposits
|
233 | 233 | ---- | ---- | ||||||||||||
Trading securities held in NQDCs
|
31,403 | 31,403 | ---- | ---- | ||||||||||||
Total Assets
|
$ | 479,922 | $ | 479,922 | $ | ---- | $ | ---- | ||||||||
Liabilities
|
Total | Level 1 | Level 2 | Level 3 | ||||||||||||
(In thousands) | ||||||||||||||||
Foreign currency exchange contracts
|
$ | 478 | $ | ---- | $ | 478 | $ | ---- | ||||||||
Total Liabilities
|
$ | 478 | $ | ---- | $ | 478 | $ | ---- | ||||||||
91
Gross
|
Gross
|
|||||||||||||||
Unrealized
|
Unrealized
|
|||||||||||||||
Cost | Gains | Losses | Fair Value | |||||||||||||
(In thousands) | ||||||||||||||||
Classified as Cash and cash equivalents:
|
||||||||||||||||
Cash and interest bearing deposits
|
$ | 122,780 | $ | ---- | $ | ---- | $ | 122,780 | ||||||||
Cash equivalents Money market funds
|
446,335 | ---- | ---- | 446,335 | ||||||||||||
Total Cash and cash equivalents
|
$ | 569,115 | $ | ---- | $ | ---- | $ | 569,115 | ||||||||
Classified as Short-term investments:
|
||||||||||||||||
Time deposits
|
$ | 233 | $ | ---- | $ | ---- | $ | 233 | ||||||||
Available-for-sale
securities
|
1,817 | 134 | ---- | 1,951 | ||||||||||||
Total Short-term investments
|
$ | 2,050 | $ | 134 | $ | ---- | $ | 2,184 | ||||||||
Gross
|
Gross
|
|||||||||||||||
Unrealized
|
Unrealized
|
|||||||||||||||
Cost | Gains | Losses | Fair Value | |||||||||||||
(In thousands) | ||||||||||||||||
Classified as Cash and cash equivalents:
|
||||||||||||||||
Cash and interest bearing deposits
|
$ | 135,322 | $ | ---- | $ | ---- | $ | 135,322 | ||||||||
Cash equivalents Money market funds
|
432,933 | ---- | ---- | 432,933 | ||||||||||||
Total Cash and cash equivalents
|
$ | 568,255 | $ | ---- | $ | ---- | $ | 568,255 | ||||||||
Classified as Short-term investments:
|
||||||||||||||||
Time deposits
|
$ | 228 | $ | ---- | $ | ---- | $ | 228 | ||||||||
Available-for-sale
securities
|
3,679 | 678 | (745 | ) | 3,612 | |||||||||||
Total Short-term investments
|
$ | 3,907 | $ | 678 | $ | (745 | ) | $ | 3,840 | |||||||
92
2009 | 2008 | 2007 | ||||||||||
(In thousands) | ||||||||||||
Gains on sale of
available-for-sale
securities
|
$ | 2,341 | $ | 1,435 | $ | 4,404 | ||||||
(Losses) on sale of
available-for-sale
securities
|
---- | (9,379 | ) | ---- | ||||||||
Net gains (losses) on sale of
available-for-sale
securities
|
$ | 2,341 | $ | (7,944 | ) | $ | 4,404 | |||||
2009 | 2008 | |||||||
(In thousands) | ||||||||
Non-marketable securities Application of cost method
|
$ | 12,451 | $ | 16,763 | ||||
Non-marketable securities Application of equity
method
|
2,846 | 1,922 | ||||||
Total non-marketable securities in Other assets
|
$ | 15,297 | $ | 18,685 | ||||
93
2009 | 2008 | 2007 | ||||||||||
(In thousands) | ||||||||||||
Proportional share of equity method losses
|
$ | (481 | ) | $ | (945 | ) | $ | (3,027 | ) |
2009 | 2008 | |||||||
As Adjusted | ||||||||
(In thousands) | ||||||||
Receivables, net:
|
||||||||
Accounts receivable
|
$ | 66,348 | $ | 130,990 | ||||
Installment contract receivables current
|
148,300 | 175,199 | ||||||
Total receivables
|
214,648 | 306,189 | ||||||
Less: Allowance for doubtful accounts
|
(14,020 | ) | (5,608 | ) | ||||
Less: Allowance for sales returns
|
---- | (1,916 | ) | |||||
Receivables, net
|
$ | 200,628 | $ | 298,665 | ||||
Inventories:
|
||||||||
Raw materials
|
$ | 10,058 | $ | 10,135 | ||||
Finished goods
|
4,999 | 15,095 | ||||||
Rental
|
9,108 | 3,235 | ||||||
Inventories
|
$ | 24,165 | $ | 28,465 | ||||
Prepaid Expenses and Other:
|
||||||||
Prepaid expenses and other
|
$ | 41,527 | $ | 39,680 | ||||
Deferred income taxes
|
13,128 | 15,085 | ||||||
Prepaid expenses and other
|
$ | 54,655 | $ | 54,765 | ||||
94
2009 | 2008 | |||||||
As Adjusted | ||||||||
(In thousands) | ||||||||
Property, Plant and Equipment:
|
||||||||
Computer equipment and related software
|
$ | 567,343 | $ | 588,494 | ||||
Buildings
|
128,378 | 74,243 | ||||||
Land
|
61,237 | 61,406 | ||||||
Leasehold and building improvements
|
76,098 | 75,556 | ||||||
Furniture and fixtures
|
44,768 | 41,732 | ||||||
Equipment
|
65,633 | 64,345 | ||||||
Assets not ready to be placed in service
|
5,152 | 74,086 | ||||||
Total cost
|
948,609 | 979,862 | ||||||
Less: Accumulated depreciation and amortization
|
(637,107 | ) | (625,010 | ) | ||||
Property, plant and equipment, net
|
$ | 311,502 | $ | 354,852 | ||||
Other Assets:
|
||||||||
Deferred income taxes
|
$ | 89,500 | $ | 72,037 | ||||
Non-qualified deferred compensation assets
|
31,414 | 43,515 | ||||||
Non-marketable securities
|
15,297 | 18,685 | ||||||
Purchased software technology, net
|
3,706 | 5,267 | ||||||
Other long-term assets
|
21,132 | 21,683 | ||||||
Other assets
|
$ | 161,049 | $ | 161,187 | ||||
Accounts Payable and Accrued Liabilities:
|
||||||||
Payroll and payroll-related accruals
|
$ | 73,996 | $ | 124,686 | ||||
Accounts payable
|
7,175 | 33,205 | ||||||
Income taxes payable current
|
7,980 | 9,844 | ||||||
Accrued operating liabilities
|
61,056 | 93,364 | ||||||
Accounts payable and accrued liabilities
|
$ | 150,207 | $ | 261,099 | ||||
Other Long-term Liabilities:
|
||||||||
Income taxes payable long-term
|
$ | 313,601 | $ | 288,021 | ||||
Non-qualified deferred compensation liability
|
31,084 | 43,476 | ||||||
Installment contract liabilities
|
12,517 | 16,077 | ||||||
Long-term acquisition-related holdbacks and payments
|
3,000 | 3,522 | ||||||
Other long-term liabilities
|
15,804 | 30,908 | ||||||
Other long-term liabilities
|
$ | 376,006 | $ | 382,004 | ||||
95
96
2009 | 2008 | 2007 | ||||||||||
(In thousands) | ||||||||||||
Stock options
|
$ | 10,606 | $ | 30,506 | $ | 37,769 | ||||||
Restricted stock and stock bonuses
|
35,680 | 36,233 | 52,459 | |||||||||
ESPP
|
8,420 | 14,535 | 11,187 | |||||||||
Total stock-based compensation expense
|
$ | 54,706 | $ | 81,274 | $ | 101,415 | ||||||
Income tax benefit
|
$ | 1,536 | $ | 3,707 | $ | 32,442 | ||||||
2009 | 2008 | 2007 | ||||||||||
(In thousands) | ||||||||||||
Cost of product
|
$ | 151 | $ | 195 | $ | 179 | ||||||
Cost of services
|
3,321 | 4,312 | 3,878 | |||||||||
Cost of maintenance
|
2,126 | 2,758 | 2,484 | |||||||||
Marketing and sales
|
12,285 | 17,353 | 22,170 | |||||||||
Research and development
|
26,364 | 36,695 | 46,339 | |||||||||
General and administrative
|
10,459 | 19,961 | 26,365 | |||||||||
Total stock-based compensation expense
|
$ | 54,706 | $ | 81,274 | $ | 101,415 | ||||||
97
2009 | 2008 | 2007 | ||||||||||
Dividend yield
|
None | None | None | |||||||||
Expected volatility
|
65.8% | 57.5% | 23.4% | |||||||||
Risk-free interest rate
|
1.91% | 2.37% | 4.66% | |||||||||
Expected life (in years)
|
4.5 | 4.6 | 4.4 | |||||||||
Weighted average fair value of options granted
|
$ | 2.33 | $ | 3.27 | $ | 5.16 |
Weighted
|
||||||||||||
Average
|
||||||||||||
Remaining
|
||||||||||||
Weighted
|
Contractual
|
Aggregate
|
||||||||||
Average
|
Terms
|
Intrinsic
|
||||||||||
Shares | Exercise Price | (Years) | Value | |||||||||
(In thousands) | (In thousands) | |||||||||||
Options outstanding as of January 3, 2009
|
38,704 | $ | 15.39 | 4.5 | $ | 3,175 | ||||||
Granted
|
4,144 | $ | 4.35 | |||||||||
Exercised
|
(235 | ) | $ | 2.15 | ||||||||
Canceled and forfeited
|
(6,773 | ) | $ | 16.02 | ||||||||
Options outstanding as of January 2, 2010
|
35,840 | $ | 14.08 | 3.0 | $ | 13,420 | ||||||
Options vested as of January 2, 2010
|
30,636 | $ | 15.47 | 2.4 | $ | 4,599 | ||||||
Options vested as of January 2, 2010 and options expected
to vest after January 2, 2010
|
35,704 | $ | 14.11 | 2.9 | $ | 13,114 | ||||||
2009 | 2008 | 2007 | ||||||||||
(In thousands) | ||||||||||||
Intrinsic value of options exercised
|
$ | 800 | $ | 3,795 | $ | 113,676 | ||||||
Cash received from options exercised
|
493 | 3,645 | 211,498 |
98
2009 | 2008 | 2007 | ||||||||||
(In thousands) | ||||||||||||
Stock-based compensation expense (credit) related to
performance-based grants
|
$ | 914 | $ | (999 | ) | $ | 7,424 |
99
Weighted
|
||||||||||||
Average
|
||||||||||||
Weighted
|
Remaining
|
|||||||||||
Average
|
Vesting
|
Aggregate
|
||||||||||
Grant Date
|
Terms
|
Intrinsic
|
||||||||||
Shares | Fair Value | (Years) | Value | |||||||||
(In thousands) | (In thousands) | |||||||||||
Unvested shares as of January 3, 2009
|
6,951 | $ | 11.43 | $ | 26,691 | |||||||
Granted
|
4,123 | $ | 4.78 | |||||||||
Vested
|
(3,103 | ) | $ | 11.17 | ||||||||
Forfeited
|
(807 | ) | $ | 12.28 | ||||||||
Unvested shares as of January 2, 2010
|
7,164 | $ | 7.63 | 2.2 | $ | 42,911 | ||||||
Unvested shares expected to vest after January 2, 2010
|
6,214 | $ | 7.52 | 2.2 | $ | 37,224 | ||||||
2009 | 2008 | 2007 | ||||||||||
(In thousands) | ||||||||||||
Fair value of restricted stock awards that vested
|
$ | 17,736 | $ | 15,176 | $ | 61,326 |
Weighted
|
|||||||||||
Average
|
|||||||||||
Remaining
|
|||||||||||
Weighted
|
Vesting
|
Aggregate
|
|||||||||
Average Grant Date
|
Terms
|
Intrinsic
|
|||||||||
Shares | Fair Value | (Years) | Value | ||||||||
(In thousands) | (In thousands) | ||||||||||
Unvested shares as of January 3, 2009
|
861 | $ | 7.56 | $ | 3,306 | ||||||
Granted
|
1,088 | $ | 4.96 | ||||||||
Vested
|
(338) | $ | 6.26 | ||||||||
Forfeited
|
(108) | $ | 6.20 | ||||||||
Unvested shares as of January 2, 2010
|
1,503 | $ | 6.07 | 1.4 | $ | 9,006 | |||||
Unvested shares expected to vest after January 2, 2010
|
1,417 | $ | 6.06 | 1.4 | $ | 8,489 | |||||
100
2009 | 2008 | 2007 | ||||||||||
(In thousands) | ||||||||||||
Stock-based compensation expense related to performance-based
bonus plan
|
$ | 4,441 | $ | 5,957 | $ | 9,565 | ||||||
Cash paid for performance-based bonus plan
|
$ | 6,097 | $ | 5,626 | $ | ---- | ||||||
Shares issued for performance-based bonus plan
|
---- | ---- | 421 |
2009 | 2008 | 2007 | ||||||||||
Dividend yield
|
None | None | None | |||||||||
Expected volatility
|
51.3 | % | 48.0 | % | 24.6 | % | ||||||
Risk-free interest rate
|
0.21 | % | 1.95 | % | 5.08 | % | ||||||
Expected life (in years)
|
0.3 | 0.5 | 0.5 | |||||||||
Weighted average fair value of options granted
|
$ | 1.96 | $ | 2.40 | $ | 4.74 |
2009 | 2008 | 2007 | ||||||||||
(In thousands, except per share amounts) | ||||||||||||
Cadence shares purchased under the ESPP
|
8,661 | 6,076 | 3,200 | |||||||||
Cash received for the purchase of shares under the ESPP
|
$ | 27,517 | $ | 44,547 | $ | 43,964 | ||||||
Weighted-average purchase price per share
|
$ | 3.18 | $ | 7.33 | $ | 13.74 |
101
Shares | ||||
(In thousands) | ||||
Employee equity incentive plans*
|
43,682 | |||
Shares reserved for 2023 convertible notes conversion
(Note 3)
|
11 | |||
Warrants related to 2011 and 2013 convertible notes (Note 3)
|
23,640 | |||
Employee stock purchase plans
|
9,896 | |||
Directors stock option plans*
|
2,307 | |||
Total
|
79,536 | |||
* | Includes shares reserved for: (i) issuance upon exercise of future option grants, (ii) issuance upon vesting of future restricted stock grants, (iii) outstanding but unexercised options to purchase common stock, and (iv) unvested restricted stock units. |
Remaining
|
||||||||
Authorization Date
|
Amount | Authorization | ||||||
(In thousands) | ||||||||
February 2006
|
$ | 500,000 | $ | ---- | ||||
December 2006
|
500,000 | ---- | ||||||
February 2008
|
500,000 | 354,386 | ||||||
August 2008
|
500,000 | 500,000 |
2009 | 2008 | 2007 | ||||||||||
(In thousands) | ||||||||||||
Shares repurchased
|
---- | 27,034 | 19,400 | |||||||||
Total cost of repurchased shares
|
$ | ---- | $ | 273,950 | $ | 399,490 |
102
2009 | 2008 | 2007 | ||||||||||
As Adjusted | As Adjusted | |||||||||||
(In thousands, except per share amounts) | ||||||||||||
Net income (loss)
|
$ | (149,871 | ) | $ | (1,856,715 | ) | $ | 286,788 | ||||
Effect of dilutive securities:
|
||||||||||||
Amortization of 2023 convertible notes transaction fees, net of
tax
|
---- | ---- | 876 | |||||||||
Net income (loss), as adjusted
|
$ | (149,871 | ) | $ | (1,856,715 | ) | $ | 287,664 | ||||
Weighted average common shares used to calculate basic net
income (loss) per share
|
257,782 | 254,323 | 271,455 | |||||||||
2023 Convertible notes
|
---- | ---- | 14,721 | |||||||||
Options
|
---- | ---- | 7,485 | |||||||||
Restricted stock and ESPP shares
|
---- | ---- | 1,930 | |||||||||
Weighted average common and potential common shares used to
calculate diluted net income (loss) per share
|
257,782 | 254,323 | 295,591 | |||||||||
Basic Net income (loss) per share
|
$ | (0.58 | ) | $ | (7.30 | ) | $ | 1.06 | ||||
Diluted Net income (loss) per share
|
$ | (0.58 | ) | $ | (7.30 | ) | $ | 0.97 | ||||
2009 | 2008 | 2007 | ||||||||||
(In thousands) | ||||||||||||
Options to purchase shares of common stock (various expiration
dates through 2019)
|
35,840 | 38,704 | 12,642 | |||||||||
Unvested shares of restricted stock and ESPP
|
10,009 | 13,377 | ---- | |||||||||
2023 Notes
|
11 | 11 | ---- | |||||||||
Warrants to purchase shares of common stock related to the
Convertible Senior Notes (various expiration dates through 2014)
|
23,640 | 23,640 | 23,640 | |||||||||
Warrants to purchase shares of common stock related to the 2023
Notes (various expiration dates through 2008)
|
---- | ---- | 14,717 | |||||||||
Total potential common shares excluded
|
69,500 | 75,732 | 50,999 | |||||||||
103
2009 | 2008 | 2007 | ||||||||||
As Adjusted | As Adjusted | |||||||||||
(In thousands) | ||||||||||||
Net income (loss)
|
$ | (149,871 | ) | $ | (1,856,715 | ) | $ | 286,788 | ||||
Foreign currency translation gain
|
5,897 | 7,658 | 13,477 | |||||||||
Realized foreign currency translation loss on liquidation of
subsidiary (Note 2)
|
---- | 9,921 | ---- | |||||||||
Changes in unrealized holding gains and losses on
available-for-sale
securities, net of reclassification adjustment for realized
gains and losses and related tax effects (Note 2)
|
200 | (1,368 | ) | (4,545 | ) | |||||||
Other
|
(69 | ) | 774 | (1,159 | ) | |||||||
Comprehensive income (loss)
|
$ | (143,843 | ) | $ | (1,839,730 | ) | $ | 294,561 | ||||
104
| Cadences operating forecasts; | |
| Revenue growth rates; and | |
| Risk-commensurate discount rates and costs of capital. |
Gross Carrying
|
||||||||||||
Amount | Impairment | Goodwill, net | ||||||||||
(In thousands) | ||||||||||||
Balance as of December 29, 2007
|
$ | 1,310,211 | $ | ---- | $ | 1,310,211 | ||||||
Goodwill resulting from acquisitions during the year
|
3,074 | ---- | 3,074 | |||||||||
Additions due to earnouts
|
1,682 | ---- | 1,682 | |||||||||
Tax benefits allocable to goodwill
|
(83 | ) | ---- | (83 | ) | |||||||
Other
|
2,316 | ---- | 2,316 | |||||||||
Impairment
|
---- | (1,317,200 | ) | (1,317,200 | ) | |||||||
Balance as of January 3, 2009
|
$ | 1,317,200 | $ | (1,317,200 | ) | $ | ---- | |||||
Gross Carrying
|
Accumulated
|
Acquired
|
||||||||||
Amount | Amortization | Intangibles, net | ||||||||||
(In thousands) | ||||||||||||
Existing technology and backlog
|
$ | 64,900 | $ | (61,332 | ) | $ | 3,568 | |||||
Agreements and relationships
|
35,364 | (27,905 | ) | 7,459 | ||||||||
Distribution rights
|
30,100 | (19,565 | ) | 10,535 | ||||||||
Tradenames, trademarks and patents
|
22,984 | (15,705 | ) | 7,279 | ||||||||
Total acquired intangibles
|
$ | 153,348 | $ | (124,507 | ) | $ | 28,841 | |||||
105
Gross Carrying
|
Accumulated
|
Acquired
|
||||||||||
Amount | Amortization | Intangibles, net | ||||||||||
(In thousands) | ||||||||||||
Existing technology and backlog
|
$ | 92,948 | $ | (82,157 | ) | $ | 10,791 | |||||
Agreements and relationships
|
36,105 | (22,803 | ) | 13,302 | ||||||||
Distribution rights
|
30,100 | (16,555 | ) | 13,545 | ||||||||
Tradenames, trademarks and patents
|
24,617 | (13,173 | ) | 11,444 | ||||||||
Total acquired intangibles
|
$ | 183,770 | $ | (134,688 | ) | $ | 49,082 | |||||
2009 | 2008 | 2007 | ||||||||||
(In thousands) | ||||||||||||
Cost of product
|
$ | 4,341 | $ | 17,261 | $ | 22,338 | ||||||
Cost of services
|
---- | 12 | 11 | |||||||||
Cost of maintenance
|
4,180 | 4,180 | 4,869 | |||||||||
Amortization of acquired intangibles
|
11,420 | 22,732 | 19,421 | |||||||||
Total acquired intangibles
|
$ | 19,941 | $ | 44,185 | $ | 46,639 | ||||||
(In thousands) | ||||
2010
|
$ | 11,560 | ||
2011
|
7,980 | |||
2012
|
5,949 | |||
2013
|
2,774 | |||
2014
|
295 | |||
Thereafter
|
283 | |||
Total estimated amortization expense
|
$ | 28,841 | ||
106
107
108
Operating
|
Sub-lease
|
Net Operating
|
||||||||||
For the fiscal years: | Leases | Income | Leases | |||||||||
(In thousands) | ||||||||||||
2010
|
$ | 25,175 | $ | (752 | ) | $ | 24,423 | |||||
2011
|
17,957 | (451 | ) | 17,506 | ||||||||
2012
|
12,919 | (170 | ) | 12,749 | ||||||||
2013
|
7,685 | (72 | ) | 7,613 | ||||||||
2014
|
5,596 | ---- | 5,596 | |||||||||
Thereafter
|
16,719 | ---- | 16,719 | |||||||||
Total lease payments
|
$ | 86,051 | $ | (1,445 | ) | $ | 84,606 | |||||
2009 | 2008 | 2007 | ||||||||||
(In thousands) | ||||||||||||
Accounts receivable transferred
|
$ | 6,263 | $ | 56,971 | $ | 229,234 |
2009 | 2008 | 2007 | ||||||||||
(In thousands) | ||||||||||||
Losses on sales of receivables
|
$ | 436 | $ | 4,739 | $ | 13,790 |
109
2009 | 2008 | 2007 | ||||||||||
(In thousands) | ||||||||||||
Trading Securities
|
$ | (1,049 | ) | $ | (8,916 | ) | $ | 7,088 |
2009 | 2008 | 2007 | ||||||||||
(In thousands) | ||||||||||||
Cash Paid During the Year for:
|
||||||||||||
Interest
|
$ | 7,188 | $ | 7,188 | $ | 7,523 | ||||||
Income taxes, including foreign withholding tax
|
$ | 8,277 | $ | 33,647 | $ | 32,450 | ||||||
Non-Cash Investing and Financing Activities:
|
||||||||||||
Common and treasury stock issued and stock options assumed for
acquisitions
|
$ | ---- | $ | 1,140 | $ | 1,841 | ||||||
Common and treasury stock issued for payment under a
performance-based bonus plan
|
$ | ---- | $ | ---- | $ | 8,673 | ||||||
Unrealized gain (loss) of
available-for-sale
securities, net of taxes
|
$ | 200 | $ | (1,368 | ) | $ | (4,545 | ) | ||||
Accrued payments for acquisition of intangibles
|
$ | ---- | $ | ---- | $ | 12,500 | ||||||
110
2009 | 2008 | 2007 | ||||||||||
(In thousands) | ||||||||||||
Interest income
|
$ | 2,595 | $ | 20,417 | $ | 48,118 | ||||||
Gains on sale of non-marketable securities (Note 6)
|
---- | 1,597 | 6,043 | |||||||||
Gains (losses) on
available-for-sale
securities (Note 6)
|
2,341 | (7,944 | ) | 4,404 | ||||||||
Gains (losses) on securities in Cadences non-qualified
deferred compensation trust (Note 18)
|
(1,049 | ) | (8,916 | ) | 7,643 | |||||||
Gains (losses) on foreign exchange
|
431 | 3,429 | (2,420 | ) | ||||||||
Net loss on liquidation of subsidiary
|
---- | (9,327 | ) | ---- | ||||||||
Equity loss from investments (Note 6)
|
(481 | ) | (945 | ) | (3,027 | ) | ||||||
Write-down of investments (Note 6)
|
(5,207 | ) | (16,653 | ) | (2,550 | ) | ||||||
Other income
|
328 | 1,499 | 319 | |||||||||
Total other income (expense), net
|
$ | (1,042 | ) | $ | (16,843 | ) | $ | 58,530 | ||||
111
2009 | 2008 | 2007 | ||||||||||
(In thousands) | ||||||||||||
Americas:
|
||||||||||||
United States
|
$ | 370,016 | $ | 435,052 | $ | 741,904 | ||||||
Other Americas
|
20,925 | 32,998 | 34,828 | |||||||||
Total Americas
|
390,941 | 468,050 | 776,732 | |||||||||
Europe, Middle East and Africa:
|
||||||||||||
Germany
|
48,326 | 52,083 | 63,847 | |||||||||
Other Europe, Middle East, and Africa
|
140,607 | 178,756 | 233,037 | |||||||||
Total Europe, Middle East, and Africa
|
188,933 | 230,839 | 296,884 | |||||||||
Japan
|
152,738 | 204,081 | 342,634 | |||||||||
Asia
|
120,020 | 135,644 | 198,763 | |||||||||
Total
|
$ | 852,632 | $ | 1,038,614 | $ | 1,615,013 | ||||||
2009 | 2008 | 2007 | ||||||||||
As Adjusted | As Adjusted | |||||||||||
(In thousands) | ||||||||||||
Americas:
|
||||||||||||
United States
|
$ | 282,002 | $ | 320,770 | $ | 304,148 | ||||||
Other Americas
|
25 | 34 | 67 | |||||||||
Total Americas
|
282,027 | 320,804 | 304,215 | |||||||||
Europe, Middle East and Africa:
|
||||||||||||
Germany
|
1,060 | 1,002 | 1,269 | |||||||||
Other Europe, Middle East, and Africa
|
5,216 | 6,357 | 7,733 | |||||||||
Total Europe, Middle East, and Africa
|
6,276 | 7,359 | 9,002 | |||||||||
Japan
|
5,130 | 6,415 | 1,070 | |||||||||
Asia
|
18,069 | 20,274 | 25,977 | |||||||||
Total
|
$ | 311,502 | $ | 354,852 | $ | 340,264 | ||||||
112
Addition | ||||||||||||||||||||
Charged to
|
Charged
|
|||||||||||||||||||
Balance at
|
(Credited)
|
(Credited)
|
Balance at
|
|||||||||||||||||
Beginning
|
Costs and
|
to Other
|
End of
|
|||||||||||||||||
Description
|
of Period | Expenses | Accounts (1) | Deductions (2) | Period | |||||||||||||||
Deducted from asset accounts:
|
||||||||||||||||||||
Provisions for losses on trade accounts receivable and sales
returns:
|
||||||||||||||||||||
Year Ended January 2, 2010:
|
||||||||||||||||||||
Bad debt allowance
|
$ | 5,608 | $ | 21,603 | $ | ---- | $ | (3,467 | ) | $ | 23,744 | |||||||||
Sales return allowance
|
1,916 | ---- | (656 | ) | (1,260 | ) | ---- | |||||||||||||
Total
|
$ | 7,524 | $ | 21,603 | $ | (656 | ) | $ | (4,727 | ) | $ | 23,744 | ||||||||
Year Ended January 3, 2009:
|
||||||||||||||||||||
Bad debt allowance
|
$ | 1,089 | $ | 4,468 | $ | ---- | $ | 51 | $ | 5,608 | ||||||||||
Sales return allowance
|
1,806 | ---- | 110 | ---- | 1,916 | |||||||||||||||
Total
|
$ | 2,895 | $ | 4,468 | $ | 110 | $ | 51 | $ | 7,524 | ||||||||||
Year Ended December 29, 2007:
|
||||||||||||||||||||
Bad debt allowance
|
$ | 2,067 | $ | (655 | ) | $ | ---- | $ | (323 | ) | $ | 1,089 | ||||||||
Sales return allowance
|
1,737 | ---- | 69 | ---- | 1,806 | |||||||||||||||
Total
|
$ | 3,804 | $ | (655 | ) | $ | 69 | $ | (323 | ) | $ | 2,895 | ||||||||
(1) | Sales returns offset against revenue and bad debt allowance from acquisitions. | |
(2) | Uncollectible accounts written-off, net of recoveries and sales returns. |
113
President, Chief Executive Officer and Director
(Principal Executive Officer)
February 26, 2010
Senior Vice President and Chief Financial Officer
(Principal Accounting and Financial Officer)
February 26, 2010
114
Table of Contents
February 26, 2010
February 26, 2010
February 26, 2010
February 26, 2010
February 26, 2010
February 26, 2010
115
Table of Contents
117
118
119
120
Incorporated by Reference
Exhibit
Exhibit
Provided
Number
Exhibit Title
Form
File No.
No.
Filing Date
Herewith
3
.01
Restated Certificate of Incorporation as filed with the
Secretary of State of the State of Delaware on May 13, 1998.
10-Q
001-10606
3.01(j)
08/18/1998
3
.02
Certificate of Designation for the Series A Junior
Participating Preferred Stock, as amended on February 1,
2000.
10-K
001-10606
4.02
03/27/2000
3
.03
Amended and Restated Bylaws, as amended and effective
July 29, 2008.
8-K
001-10606
3.01
08/01/2008
4
.01
Specimen Certificate of the Registrants Common Stock.
S-4
033-43400
4.01
10/17/1991
4
.02
Indenture dated as of August 15, 2003 by and between the
Registrant and J.P. Morgan Trust Company, National
Association as Trustee, including form of Zero Coupon Zero Yield
Senior Convertible Notes Due 2023.
10-Q
001-10606
4.1
11/07/2003
4
.03
Indenture dated as of December 19, 2006 by and between the
Registrant and Deutsche Bank Trust Company Americas as
Trustee, including form of 1.375% Convertible Senior Notes
Due 2011.
10-K
000-10606
4.03
02/23/2007
4
.04
Indenture dated as of December 19, 2006 by and between the
Registrant and Deutsche Bank Trust Company Americas as
Trustee, including form of 1.500% Convertible Senior Notes
Due 2013.
10-K
000-10606
4.04
02/23/2007
10
.01*
The Registrants 1987 Stock Incentive Plan, as amended and
restated July 20, 2007.
10-Q
001-10606
10.01
10/30/2007
10
.02*
Form of Stock Option Agreement and Form of Stock Option Exercise
Request, as currently in effect under the Registrants 1987
Stock Incentive Plan, as amended and restated.
10-Q
001-10606
10.02
08/10/2004
10
.03*
Form of Nonstatutory Incentive Stock Award Agreement as
currently in effect under the Registrants 1987 Stock
Incentive Plan, as amended and restated.
10-K
001-10606
10.03
03/16/2005
10
.04*
Form of Incentive Stock Award Agreement for performance-based
Incentive Stock Awards granted prior to July 29, 2008, as
amended and restated, under the Registrants 1987 Stock
Incentive Plan, as amended and restated.
10-Q
001-10606
10.02
12/11/2008
10
.05*
Form of Incentive Stock Award Agreement for performance-based
Incentive Stock Awards to be granted subsequent to July 29,
2008, under the Registrants 1987 Stock Incentive Plan, as
amended and restated.
10-Q
001-10606
10.03
12/11/2008
10
.06
JTA Research Inc. 1998 Stock Option Plan.
S-8
333-85080
99.1
03/28/2002
10
.07*
The Registrants 1995 Directors Stock Option Plan.
10-K
000-10606
10.07
02/23/2007
10
.08*
The Registrants Amended and Restated Employee Stock
Purchase Plan.
S-8
333-159486
99.01
05/26/2009
10
.09*
The Registrants Senior Executive Bonus Plan, as amended
and restated.
X
10
.10*
The Registrants 1994 Deferred Compensation Plan, as
amended and restated effective November 1, 2002, as amended
and restated.
10-K
001-10606
10.10
02/26/2008
10
.11*
The Registrants 1996 Deferred Compensation Venture
Investment Plan, as amended and restated effective
January 1, 2001.
10-K
001-10606
10.09
03/12/2002
10
.12*
The Registrants 1993 Non-Statutory Stock Incentive Plan,
as amended and restated February 2, 2007 and amended
July 30, 2007.
10-Q
001-10606
10.02
10/30/2007
116
Table of Contents
Incorporated by Reference
Exhibit
Exhibit
Provided
Number
Exhibit Title
Form
File No.
No.
Filing Date
Herewith
10
.13*
The Registrants 2009 Deferred Compensation Plan.
10-K
001-10606
10.13
02/26/2008
10
.14*
Amendments Number One and Two of the Registrants 2009
Deferred Compensation Plan.
10-K
001-10606
10.14
03/02/2009
10
.15
Plato Design Systems Incorporated 2002 Supplemental Stock Option
Plan.
S-8
333-87674
99.1
05/07/2002
10
.16
Distribution Agreement, dated as of April 28, 1997 by and
among Cadence Design Systems (Ireland) Ltd., Cadence Design
Systems K.K. and Cadence Design Systems (Japan) B.V.
10-Q
001-10606
10.48
08/08/1997
10
.17
Verplex Systems, Inc. 1998 Stock Plan.
S-8
333-108251
99.1
08/27/2003
10
.18
Get2Chip.Com, Inc. 1997 Stock Option Plan.
S-8
333-104720
99.1
04/24/2003
10
.19
Get2Chip.Com, Inc. 2001 Stock Plan.
S-8
333-104720
99.2
04/24/2003
10
.20
Neolinear, Inc. 2004 Stock Option Plan.
S-8
333-115351
99.1
05/10/2004
10
.21
QDA, Inc. 2003 Stock Option/Stock Issuance Plan.
10-K
001-10606
10.23
04/02/2004
10
.22
Design Acceleration, Inc. 1994 Stock Plan.
S-8
333-71717
99
02/03/1999
10
.23
Quickturn Design Systems, Inc. 1988 Stock Option Plan, as
amended.
S-8
333-69589
99.1
06/07/1999
10
.24
Ambit Design Systems, Inc. 1994 Incentive Stock Option Plan.
10-K
001-10606
10.30
04/02/2004
10
.25
Ambit Design Systems, Inc. 1996 Incentive Stock Option Plan.
10-K
001-10606
10.31
04/02/2004
10
.26*
The Registrants 2002 Deferred Compensation Venture
Investment Plan, as amended.
10-Q
001-10606
10.32
08/10/2004
10
.27
eTop Design Technology, Inc. 2000 Stock Incentive Plan.
S-8
333-119335
99.1
09/28/2004
10
.28
Quickturn Design Systems, Inc. 1996 Supplemental Stock Plan.
S-8
333-69589
99.5
06/07/1999
10
.29
Quickturn Design Systems, Inc. 1997 Stock Option Plan.
S-8
333-69589
99.6
06/07/1999
10
.30
OrCAD, Inc. 1995 Stock Option Plan.
S-8
333-85591
99.2
08/19/1999
10
.31
Diablo Research Company LLC 1997 Stock Option Plan.
S-8
333-93609
99.1
12/27/1999
10
.32*
The Registrants 2000 Nonstatutory Equity Incentive Plan,
as amended and restated.
10-Q
001-10606
10.04
10/30/2007
10
.33*
The Registrants 1997 Nonstatutory Stock Incentive Plan, as
amended and restated.
10-Q
001-10606
10.03
10/30/2007
10
.34
Simplex Solutions, Inc. 1995 Stock Plan, as amended.
S-8
333-88390
99.1
07/03/2002
10
.35
Simplex Solutions, Inc. 2001 Incentive Stock Plan.
S-8
333-88390
99.2
07/03/2002
10
.36
Simplex Solutions, Inc. 2002 Nonstatutory Stock Option Plan.
S-8
333-88390
99.3
07/03/2002
10
.37
Altius Solutions, Inc. 1999 Stock Plan.
S-8
333-88390
99.4
07/03/2002
10
.38*
Summary of Non-Employee Director Compensation.
10-Q
001-10606
10.01
07/27/2007
10
.39*
Summary of Non-Employee Director Cash Compensation.
8-K
001-10606
10.2
08/19/2005
10
.40
CadMOS Design Technology, Inc. 1997 Stock Option Plan.
S-8
333-56898
99.1
03/12/2001
10
.41
CadMOS Design Technology, Inc. Supplemental 2001 Stock Option
Plan.
S-8
333-56898
99.2
03/12/2001
10
.42
DSM Technologies, Inc. 2000 Stock Option Plan.
S-8
333-82044
99.1
02/04/2002
10
.43
Silicon Perspective Corporation 1997 Stock Option Plan.
S-8
333-75874
99.1
12/21/2001
10
.44
The Registrants SPC Plan, effective December 20, 2001.
10-K
001-10606
10.65
03/12/2002
10
.45
BTA Technology, Inc. 1995 Stock Option Plan.
S-8
333-102648
99.1
01/22/2003
10
.46
BTA-Ultima, Inc. 1995 Stock Option Plan.
S-8
333-102648
99.2
01/22/2003
10
.47
BTA Technology, Inc. 1999 Stock Option Plan.
S-8
333-102648
99.3
01/22/2003
10
.48
Celestry Design Technologies, Inc. 2001 Stock Option Plan.
S-8
333-102648
99.4
01/22/2003
10
.49
Celestry Design Technologies, Inc. 2001 Executive Stock Plan.
S-8
333-102648
99.5
01/22/2003
Table of Contents
Incorporated by Reference
Exhibit
Exhibit
Provided
Number
Exhibit Title
Form
File No.
No.
Filing Date
Herewith
10
.50
Amended and Restated Verisity Ltd. 2000 U.S. Share Incentive
Plan.
S-8
333-124025
99.1
04/12/2005
10
.51
Verisity Ltd. 1999 Israeli Share Option Plan.
S-8
333-124025
99.2
04/12/2005
10
.52
Verisity Ltd. 1997 Israel Share and Stock Option Incentive Plan.
S-8
333-124025
99.3
04/12/2005
10
.53
Verisity Ltd. 1996 U.S. Stock Option Plan (as amended on
October 28, 1999).
S-8
333-124025
99.4
04/12/2005
10
.54
Verisity Ltd. 2000 Israeli Share Option Plan, as amended.
S-8
333-124025
99.5
04/12/2005
10
.55
Convertible Note Hedge Side Letter, dated as of
December 14, 2006, between the Registrant and Morgan
Stanley Bank, as agent for Morgan Stanley & Co.
International Limited, for the Registrants Convertible
Senior Notes due December 15, 2011.
10-K
001-10606
10.84
02/23/2007
10
.56
Convertible Note Hedge Side Letter, dated as of
December 14, 2006, between the Registrant and Morgan
Stanley Bank, as agent for Morgan Stanley & Co.
International Limited, for the Registrants Convertible
Senior Notes due December 15, 2013.
10-K
001-10606
10.85
02/23/2007
10
.57
Warrant Transaction Confirmation, dated December 14, 2006,
between the Registrant and Morgan Stanley Bank, as agent for
Morgan Stanley & Co. International Limited.
10-K
001-10606
10.86
02/23/2007
10
.58
Warrant Transaction Confirmation, dated December 14, 2006,
between the Registrant and Morgan Stanley Bank, as agent for
Morgan Stanley & Co. International Limited.
10-K
001-10606
10.87
02/23/2007
10
.59
Convertible Note Hedge Side Letter, dated December 14,
2006, between the Registrant and J.P. Morgan Securities
Inc., as agent for JPMorgan Chase Bank, National Association,
for the Registrants Convertible Senior Notes due
December 15, 2011.
10-K
001-10606
10.88
02/23/2007
10
.60
Convertible Note Hedge Side Letter, dated December 14,
2006, between the Registrant and J.P. Morgan Securities
Inc., as agent for JPMorgan Chase Bank, National Association,
for the Registrants Convertible Senior Notes due
December 15, 2013.
10-K
001-10606
10.89
02/23/2007
10
.61
Warrant Transaction Confirmation, dated December 14, 2006,
between the Registrant and J.P. Morgan Securities Inc., as
agent for JPMorgan Chase Bank, National Association.
10-K
001-10606
10.90
02/23/2007
10
.62
Warrant Transaction Confirmation, dated December 14, 2006,
between the Registrant and J.P. Morgan Securities Inc., as
agent for JPMorgan Chase Bank, National Association.
10-K
001-10606
10.91
02/23/2007
10
.63
Convertible Note Hedge Side Letter, dated December 14,
2006, between the Registrant and Merrill Lynch, Pierce,
Fenner & Smith Incorporated, as agent for Merrill
Lynch International, for the Registrants Convertible
Senior Notes due December 15, 2011.
10-K
001-10606
10.92
02/23/2007
Table of Contents
Incorporated by Reference
Exhibit
Exhibit
Provided
Number
Exhibit Title
Form
File No.
No.
Filing Date
Herewith
10
.64
Convertible Note Hedge Side Letter, dated December 14,
2006, between the Registrant and Merrill Lynch, Pierce,
Fenner & Smith Incorporated, as agent for Merrill
Lynch International, for the Registrants Convertible
Senior Notes due December 15, 2013.
10-K
001-10606
10.93
02/23/2007
10
.65
Warrant Transaction Confirmation, dated December 14, 2006,
between the Registrant and Merrill Lynch, Pierce,
Fenner & Smith Incorporated, as agent for Merrill
Lynch International.
10-K
001-10606
10.94
02/23/2007
10
.66
Warrant Transaction Confirmation, dated December 14, 2006,
between the Registrant and Merrill Lynch, Pierce,
Fenner & Smith Incorporated, as agent for Merrill
Lynch International.
10-K
001-10606
10.95
02/23/2007
10
.67
Clear Shape Technologies, Inc. 2004 Equity Incentive Award Plan,
as amended.
S-8
333-145891
99.1
09/05/2007
10
.68
Chip Estimate Corporation 2003 Stock Option Plan.
S-8
333-149877
99.1
03/24/2008
10
.69*
Form of Indemnity Agreement between the Registrant and its
directors and executive officers, as amended and restated.
10-Q
001-10606
10.01
12/11/2008
10
.70
Employment Agreement, effective as of July 29, 2008,
between the Registrant and Michael J. Fister.
10-Q
001-10606
10.05
12/11/2008
10
.71
Executive Transition and Release Agreement, effective as of
October 15, 2008, between the Registrant and Michael J.
Fister.
10-Q
001-10606
10.06
12/11/2008
10
.72
Employment Agreement, effective as of July 29, 2008,
between the Registrant and William Porter.
10-Q
001-10606
10.07
12/11/2008
10
.73
Executive Transition and Release Agreement, effective as of
October 15, 2008, between the Registrant and William Porter.
10-Q
001-10606
10.08
12/11/2008
10
.74
Agreement, effective as of October 15, 2008, between the
Registrant and William Porter.
10-Q
001-10606
10.09
12/11/2008
10
.75
Employment Agreement, effective as of July 29, 2008,
between the Registrant and Kevin Bushby.
10-Q
001-10606
10.10
12/11/2008
10
.76
Executive Transition and Release Agreement, effective as of
October 15, 2008, between the Registrant and Kevin Bushby.
10-Q
001-10606
10.11
12/11/2008
10
.77
Agreement, effective as of October 15, 2008, between the
Registrant and Kevin Bushby.
10-Q
001-10606
10.12
12/11/2008
10
.78
Employment Agreement, effective as of July 29, 2008,
between the Registrant and James S. Miller, Jr.
10-Q
001-10606
10.13
12/11/2008
10
.79
Executive Transition and Release Agreement, effective as of
October 15, 2008, between the Registrant and James S.
Miller, Jr.
10-Q
001-10606
10.14
12/11/2008
10
.80
Agreement, effective as of October 15, 2008, between the
Registrant and James S. Miller, Jr.
10-Q
001-10606
10.15
12/11/2008
10
.81*
Employment Agreement, effective as of July 29, 2008,
between the Registrant and Kevin S. Palatnik.
10-Q
001-10606
10.16
12/11/2008
10
.82
Employment Agreement, effective as of April 1, 2008,
between the Registrant and R.L. Smith McKeithen.
10-Q
001-10606
10.01
04/25/2008
10
.83
Amended and Restated First Amendment to Employment Agreement,
effective as of October 15, 2008, between the Registrant
and R.L. Smith McKeithen.
10-Q
001-10606
10.17
12/11/2008
10
.84*
Employment Agreement, effective as of July 29, 2008,
between the Registrant and Charlie Huang.
10-K
001-10606
10.91
03/02/2009
10
.85*
Employment Agreement, effective as of July 29, 2008,
between the Registrant and James J. Cowie.
10-K
001-10606
10.92
03/02/2009
10
.86*
Employment Agreement, effective as of January 8, 2009,
between the Registrant and Lip-Bu Tan.
10-K
001-10606
10.93
03/02/2009
Table of Contents
Incorporated by Reference
Exhibit
Exhibit
Provided
Number
Exhibit Title
Form
File No.
No.
Filing Date
Herewith
10
.87*
Employment Agreement, effective as of February 23, 2009,
between the Registrant and Thomas A. Cooley.
10-K
001-10606
10.94
03/02/2009
10
.88*
Employment Agreement, effective as of February 23, 2009,
between the Registrant and Chi-Ping Hsu.
10-K
001-10606
10.95
03/02/2009
10
.89*
Employment Agreement, effective as of February 23, 2009,
between the Registrant and Nimish H. Modi.
10-K
001-10606
10.96
03/02/2009
10
.90*
Form of Stock Option Agreement, as currently in effect under the
Registrants 1987 Stock Incentive Plan, as amended and
restated.
10-Q
001-10606
10.01
05/01/2009
10
.91*
Form of Incentive Stock Award Agreement for performance-based
Incentive Stock Awards to be granted in 2009, as currently in
effect under the Registrants 1987 Stock Incentive Plan, as
amended and restated.
10-Q
001-10606
10.02
05/01/2009
10
.92*
The Registrants Director Medical and Prescription Benefits
Coverage Reimbursement Plan.
10-Q
001-10606
10.01
07/31/2009
10
.93*
Form of First Amendment to Employment Agreement between the
Registrant and the Registrants named executive officers.
10-Q
001-10606
10.02
07/31/2009
10
.94*
Form of Second Amendment to Employment Agreement between the
Registrant and the Registrants named executive officers.
X
10
.95*
Second Amendment to Employment Agreement, effective as of
March 1, 2010, between the Registrant and Lip-Bu Tan.
X
10
.96*
Offer Letter Agreement, effective as of July 30, 2009,
between the Registrant and John J. Bruggeman II.
X
21
.01
Subsidiaries of the Registrant.
X
23
.01
Independent Registered Public Accounting Firms Consent.
X
31
.01
Certification of the Registrants Chief Executive Officer,
Lip-Bu Tan, pursuant to
Rule 13a-14
of the Securities Exchange Act of 1934.
X
31
.02
Certification of the Registrants Chief Financial Officer,
Kevin S. Palatnik, pursuant to
Rule 13a-14
of the Securities Exchange Act of 1934.
X
32
.01
Certification of the Registrants Chief Executive Officer,
Lip-Bu Tan, pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002.
X
32
.02
Certification of the Registrants Chief Financial Officer,
Kevin S. Palatnik, pursuant to 18 U.S.C. Section 1350,
as adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002.
X
*
Indicates management contract or compensatory plan or
arrangement covering executive officers or directors of the
Registrant.
1. | Purpose. |
2. | The Committee. |
3. | Performance Bonus Amounts. |
(i) | The relevant performance criteria shall include, either individually or in combination, applied to the Company as a whole or to individual units thereof, and measured either absolutely or relative to a designated group of comparable group of companies: (a) cash flow, (b) earnings per share (including earnings before interest, taxes and amortization), (c) return on equity, (d) total stockholder return, (e) return on capital, (f) return on assets or net assets, (g) revenue, (h) income or net income, (i) operating income or net operating income, (j) operating profit or net operating profit, (k) operating margin, (l) return on operating revenue, (m) market share, and (n) customer loyalty as measure by a customer loyalty index determined by an independent consultant expert in measuring such matters. | ||
(ii) | As determined by the Compensation Committee, any given performance criterion may be measured over all or part of the fiscal year. If for a fiscal year the Compensation Committee determines to use only performance criteria measurable over the entire fiscal year, then it must identify in writing within ninety (90) days after the beginning of the fiscal year the target bonus, and the selected performance criteria and targets. If for any fiscal year the Compensation Committee determines to use at least one performance criterion to be measured over less than the entire fiscal year, then the performance bonus for the fiscal year shall be the bonus calculated for such short performance period or, if more than one performance period per fiscal year is involved, then the sum of the bonuses calculated separately for each short performance period ending with or within the fiscal year. In that case, on or before the date which represents 25 percent of the total number of days in such short performance period, the Compensation Committee shall identify in writing the target bonus, the selected performance criteria, and applicable to such period. | ||
(iii) | The Compensation Committee may in its discretion direct that any performance bonus be reduced below the amount as calculated above, based on individual performance. Further, the Compensation Committee may in its discretion increase the amount of compensation otherwise payable to any |
executive upon satisfaction of the designated targets if such executive is not covered by Code Section 162(m). |
4. | Discretionary Bonus. |
5. | The Payment of Bonuses. |
6. | Amendment and Termination. |
7. | Clawback Policy. |
2
CADENCE DESIGN SYSTEMS, INC.
|
EXECUTIVE | |||
By: | ||||
Name: | ||||
Title: | ||||
2
CADENCE DESIGN SYSTEMS, INC.
|
EXECUTIVE | |||
By: | /s/ James J. Cowie | /s/ Lip-Bu Tan | ||
Name: | JAMES J. COWIE | LIP-BU TAN | ||
Title: | Senior Vice President & General Counsel | |||
2
Termination date:
|
Portion owed: | |||
|
||||
0-12 months after start date
|
100 | % | ||
12-18 months after start date
|
70 | % | ||
18-24 months after start date
|
40 | % | ||
after 24 months
|
0 | % |
849 College Avenue, Inc.
|
California, U.S.A. | |
Axis Systems International Holding Limited Partnership
|
Cayman Islands | |
Axis Systems LLC
|
Delaware, U.S.A. | |
Beijing Cadence Electronics Technology Co., Ltd.
|
Peoples Republic of China | |
Cadence China Ltd.
|
Hong Kong | |
Cadence Credit Corporation
|
Delaware, U.S.A. | |
Cadence Design (Israel) II, Ltd.
|
Israel | |
Cadence Design Foundry UK Ltd.
|
United Kingdom | |
Cadence Design Systems (Canada) Limited
|
Canada | |
Cadence Design Systems (Cyprus) Limited
|
Cyprus | |
Cadence Design Systems (India) Private Ltd.
|
India | |
Cadence Design Systems (Ireland) Limited
|
Ireland | |
Cadence Design Systems (Israel) Limited
|
Israel | |
Cadence Design Systems (Japan) B.V.
|
The Netherlands | |
Cadence Design Systems (S) Pte Ltd.
|
Singapore | |
Cadence Design Systems (Taiwan) B.V.
|
The Netherlands | |
Cadence Design Systems AB
|
Sweden | |
Cadence Design Systems Asia Ltd.
|
Hong Kong | |
Cadence Design Systems B.V.
|
The Netherlands | |
Cadence Design Systems Business Services Limited
Liability Company |
Hungary | |
Cadence Design Systems GmbH
|
Germany | |
Cadence Design Systems IB.V.
|
The Netherlands | |
Cadence Design Systems Limited
|
United Kingdom | |
Cadence Design Systems LLC
|
Russia | |
Cadence Design Systems Ltd.
|
Bermuda | |
Cadence Design Systems Management (Shanghai) Co., Ltd.
|
Peoples Republic of China | |
Cadence Design Systems S.A.S.
|
France | |
Cadence Design Systems S.r.l.
|
Italy | |
Cadence Group
|
Ireland | |
Cadence International (Cyprus) Limited
|
Cyprus | |
Cadence International Limited
|
Ireland | |
Cadence International Sales Corporation
|
U.S. Virgin Islands | |
Cadence Korea Ltd.
|
Korea | |
Cadence Netherlands B.V.
|
The Netherlands | |
Cadence Nippon Finance, LLC
|
Delaware, U.S.A. | |
Cadence Receivables Consolidation Corporation
|
Delaware, U.S.A. |
Japan
Taiwan
Ireland
Ireland
California, U.S.A.
Delaware, U.S.A.
California, U.S.A.
Delaware, U.S.A.
Utah, U.S.A.
Delaware, U.S.A.
California, U.S.A.
Delaware, U.S.A.
India
United Kingdom
Sweden
Canada
India
Delaware, U.S.A.
Delaware, U.S.A.
Delaware, U.S.A.
California, U.S.A.
California, U.S.A.
1. | I have reviewed this Annual Report on Form 10-K of Cadence Design Systems, Inc.; | ||
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; | ||
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; | ||
4. | The registrants other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
5. | The registrants other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
By:
|
/s/ Lip-Bu Tan | |
|
Lip-Bu Tan | |
|
President and Chief Executive Officer | |
|
(Principal Executive Officer) |
1. | I have reviewed this Annual Report on Form 10-K of Cadence Design Systems, Inc.; | ||
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; | ||
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; | ||
4. | The registrants other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
5. | The registrants other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
By:
|
/s/ Kevin S. Palatnik | |
|
Kevin S. Palatnik | |
|
Senior Vice President and Chief Financial Officer | |
|
(Principal Accounting and Financial Officer) |
1. | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and | ||
2. | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
|
/s/ Lip-Bu Tan | |
|
||
|
Lip-Bu Tan | |
|
President and Chief Executive Officer | |
|
(Principal Executive Officer) | |
|
||
|
Date: February 26, 2010 |
1. | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and | ||
2. | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
|
/s/ Kevin S. Palatnik | |
|
||
|
Kevin S. Palatnik | |
|
Senior Vice President and Chief Financial Officer | |
|
(Principal Accounting and Financial Officer) | |
|
||
|
Date: February 26, 2010 |