Cadence Design Systems' Hosts Annual Shareholder Meeting (Transcript)

Cadence Design Systems, Inc (CDNS)

Annual Shareholder Meeting Call

May 4, 2012 04:00 pm ET


Jim Cowie - SVP, General Counsel and Secretary

Lip-Bu Tan - President & CEO

John Shoven - Chairman of the Board




Good afternoon, ladies and gentlemen. My name is Jim Cowie. I am Senior Vice President, General Counsel and Secretary at Cadence. It's my pleasure to welcome you to the 2012 Annual Meeting of Cadence stockholders. As the company's bylaws provide Lip-Bu Tan, our President and Chief Executive Officer will act as Chairman of this meeting and I will as Secretary.

First I would like to introduce you to the members of Cadence' Board who are here today and are standing for election and reelection. They are Sue Bostrom, former Executive Vice President and Chief Marketing Officer, Worldwide Government Affairs, of Cisco Systems; Alberto Sangiovanni-Vincentelli Professor and Chair of Electrical engineering and Computer Sciences at the University of California Berkeley; George Scalise former President of the Semiconductor Industry Association; John Shoven, our Chairman of the Board and Professor of Economics at Stanford University; Roger Siboni an Independent Investor and of course Lip-Bu Tan our President and CEO; Don Lucas; Private Venture Capital Investor and Jim Plummer; Professor of Electrical Engineering at Stanford University and Dean of Stanford School of Engineering could not be with us today.

I would also like to introduce you to the officers of Cadence who are with us here today. In addition to Lip-Bu Tan, those who are present are Tom Beckley Senior Vice President, Research and Development, Custom IC and Signoff; Chi-Ping Hsu here with us today? No, okay. Charlie Huang, Ph.D. Senior Vice President, Worldwide Field Operations; Tina Jones Senior Vice President, Global Human Resources; Martin Lund, Senior Vice President, Research and Development, the SoC Realization Group; Nimish Modi, Senior Vice President, Research and Development, System and Software Realization Group; Pankaj Mayor Vice President, Marketing; Geoff Ribar, Senior Vice President and Chief Financial Officer.

After the business portion of today's meeting, our executive team will be available to answer questions. Now at the request of the Board of Directors I will conduct the business portion of the meeting.

Today's annual meeting is being webcast. The webcast will be archived on the Cadence website and available for replay through 5 o'clock Pacific Time, 8 Eastern on Friday, June 1, 2012. In addition to the Directors and Officers I already introduced, I would like to point out several other important people here with us today. Richard [Imerseck], Sean [Adam] and Leo [Lynd] are representatives of KPMG LLP, our independent registered public accounting firm.

They are here and will be available to respond to appropriate questions today. Also from Computershare Shareowner Services, Cadence's transfer agent who will tabulate the proxies again this year, Renee [Delrial] of Computershare is with us today.

The 2012 Annual Meeting of Cadence's stockholders will come to order. We will proceed with the formal business of the meeting as set forth in your notice of annual meeting and proxy statement. I have with me at this meeting a complete list of the holders of record of Cadence's common stock as of the close of business on March 6th, 2012 which was the record date set for this meeting by the Board of Directors. As list of stockholders entitled to vote at this meeting has been on file here at Cadence for the past 10 days available for inspection by any stockholder and is available for examination at this meeting for a stockholder wishing to do so.

I also have affidavits certifying that as of March 21, 2012 a notice of Internet availability of proxy materials containing instructions on how to access and review the proxy materials on the Internet including the proxy statement and annual report was deposited in the United States mail to the stockholders of record as of the close of business on March 6, 2012 unless they previously requested paper delivery of the proxy materials.

Also as of March 21, 2012, a notice of this annual meeting of stockholders proxy statement and proxy card was deposited in the United States mail to the stockholders of record as of the close of business on March 6, 2012, if they had previously requested paper delivery of the proxy material. The affidavits of mailing will be filed within minutes of this meeting. In accordance with Cadence's bylaws, the Board of Directors has appointed [Renee Delrial] of Computershare Shareowner Services to act as Inspector of Elections at this meeting. Mr. Delrial has previously taken his oath as Inspector of Elections.

I have been informed by the Inspector of Election that proxies have been received for 256,495,766 shares of 274,440,440 shares of common stock outstanding on the record day which represents approximately 93.46% of the total number of issued and outstanding shares entitled to vote. This constitutes quorum. I hereby declare this meeting to be duly constituted for the transaction of all business. If any stockholder or proxy holder is not registered his, her or its attendance please do so now with the Inspector of Election. This is necessary so that the Inspector or Elections can determine the exact number of shares present at this meeting for voting purposes.

Also if you have not yet submitted your proxy, please do so now. If you need a ballot, please raise your hand. If already submitted your proxy, you need a ballot only if you wish to change your vote. Properly completing and submitting your ballot to the Inspector of Elections this meeting will have the effect of revoking any proxy that you previously submitted.

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