Delaware | 77-0148231 | |
(State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification No.) |
Title of Each Class of | ||||||||||||||||||||||
Securities To Be | Amount | Proposed Maximum | Proposed Maximum | Amount Of | ||||||||||||||||||
Registered | To Be Registered (1) | Offering Price Per Share (2) | Aggregate Offering Price (2) | Registration Fee (2) | ||||||||||||||||||
Common Stock, par value
$0.01 per share
|
4,000,000 shares | $21.87 | $87,480,000 | $2,685.64 | ||||||||||||||||||
(1) | This Registration Statement shall also cover any additional shares of Common Stock which become issuable under the 1987 Stock Incentive Plan by reason of any stock dividend, stock split, recapitalization or other similar transaction effected without the receipt of consideration which results in an increase in the number of the outstanding shares of Cadence Design Systems, Inc. Common Stock. | |
(2) | Calculated solely for purposes of calculating the amount of the registration fee under Rule 457(c) of the Securities Act of 1933, as amended. The price per share and aggregate offering price are based upon the average of the high and low prices of Cadence Design Systems, Inc. Common Stock on July 27, 2007, as reported on the NASDAQ Global Select Market. |
Item 3. Incorporation of Documents by Reference
Item 8. Exhibits
SIGNATURES
EXHIBIT INDEX
EXHIBIT 5.1
EXHIBIT 23.1
Table of Contents
PURSUANT TO GENERAL INSTRUCTION E OF FORM S-8
(a)
The Registrants Registration Statements on Form S-8 (File Nos.
33-34910, No. 33-43025, No. 33-48371, No. 33-53913 and No. 333-61029) filed on
May 17, 1990, September 30, 1991, June 4, 1992, May 31, 1994 and August 7,
1998, respectively;
(b)
The Registrants Annual Report on Form 10-K for the fiscal year
ended December 30, 2006, including all material incorporated by reference
therein;
(c)
The Registrants Quarterly Report on Form 10-Q for the quarter
ended March 31, 2007;
(d)
The Registrants Quarterly Report on Form 10-Q for the quarter
ended June 30, 2007;
(e)
The Registrants Current Reports on Form 8-K filed with the
Commission on February 22, 2007 and May 15, 2007; and
(f)
The description of the Registrants Common Stock to be offered
hereby contained in the Registrants Registration Statement on Form 8-A filed
with the Commission on January 12, 2006.
Table of Contents
Exhibit Number
Exhibit
Opinion of Gibson, Dunn & Crutcher LLP.
Consent of Independent Registered Public Accounting Firm.
Consent of Gibson, Dunn & Crutcher LLP (contained in Exhibit 5.1).
Power of Attorney (included on the signature pages to this Registration Statement on Form
S-8).
1987 Stock Incentive Plan (incorporated by reference to Appendix A to the Registrants
Definitive Proxy Statement filed on April 2, 2007, as amended by Appendix B thereto).
Table of Contents
CADENCE DESIGN SYSTEMS, INC.
By:
/s/ Michael J. Fister
Michael J. Fister
President, Chief Executive Officer and Director
Table of Contents
Signature
Title
Date
President, Chief Executive
Officer and Director (Principal
Executive Officer)
May 9, 2007
Executive Vice President and
Chief Financial Officer
(Principal Financial Officer and
Principal Accounting Officer)
May 9, 2007
Chairman of the Board of Directors
May 9, 2007
Director
May 9, 2007
Director
May 9, 2007
Director
May 9, 2007
Director
May 9, 2007
Director
May 9, 2007
Director
May 9, 2007
Table of Contents
Exhibit Number
Exhibit
Opinion of Gibson, Dunn & Crutcher LLP.
Consent of Independent Registered Public Accounting Firm.
Consent of Gibson, Dunn & Crutcher LLP (contained in Exhibit 5.1).
Power of Attorney (included on the signature pages to this Registration Statement on Form
S-8).
1987 Stock Incentive Plan (incorporated by reference to Appendix A to the Registrants
Definitive Proxy Statement filed on April 2, 2007, as amended by Appendix B thereto).
(415) 393-8200
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C 18861-00004 | |
(415) 986-5309
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Cadence Design Systems, Inc.
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2655 Seely Avenue, Building 5
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San Jose, CA 95134
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Re: | Cadence Design Systems, Inc. | ||
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Registration Statement on Form S-8 |