Business Services Industry
Cadence Expands Technology Leadership At 0.13-Micron-And-Below With Acquisition of Simplex; Cadence Brings Together World-Class Teams and Best-In-Class Technologies
Business Wire, April 24, 2002
Business Editors and High Tech Writers
SAN JOSE, Calif.--(BUSINESS WIRE)--April 24, 2002
Cadence Design Systems, Inc. (NYSE:CDN), the world's leading supplier of electronic design products and services, today announced it has signed a definitive merger agreement to acquire Simplex Solutions, Inc. (NASDAQ: SPLX), a Sunnyvale, California-based company that provides software and services for the design and verification of integrated circuits (ICs). An analyst/press briefing hosted by the CEOs of Cadence and Simplex will begin at 1:45 p.m. (Pacific) and can be accessed at http://www.cadence.com/company/investor_relations.
> Under the terms of the agreement, Cadence will acquire Simplex in a tax-free, stock-for-stock merger with an equity value of approximately $300 million, or $18 per share of Simplex common stock, at the time of announcement. The acquisition is expected to be completed in the third quarter of 2002."Our strategy is to bring the best technology to market for 0.13-micron-and-below design," said Ray Bingham, president and CEO of Cadence Design Systems. "We have been building the solutions for the next generation of IC design for more than a year now. We are executing through our own innovation, accelerated by the acquisition of leading-edge technology from CadMOS, Silicon Perspective Corp. and Plato Design Systems. The proposed acquisition of Simplex fuels our efforts to supply our customers with the world's best technology to ensure 1st Silicon Success(R). Simplex's world-class technology and management team will be making significant contributions to the combined company."
"We're excited by the opportunity to participate in the transformation of Cadence and the electronics industry," said Penny Herscher, chairman and CEO of Simplex. "With Cadence's strong global channel and technology investment in 0.13-micron and below, together we are able to deliver the best immediate and long-term solutions for our customers' most daunting technology challenges."
As semiconductor process geometries move to 0.13-micron and below, deep-submicron (DSM) physics create new challenges for the semiconductor industry that require a new generation of design technology solutions. To be successful at these smaller geometries, designers need tools that can easily interoperate, support hierarchical design methods and rapid prototyping, and that take into account critical DSM effects such as signal integrity, voltage (IR) drop, electromigration and substrate noise.
As a leading innovator in the area of DSM system-on-a-chip (SoC) verification solutions, Simplex will provide Cadence with complementary best-in-class technology for 3D parasitic extraction and full-chip power-grid planning, electromigration and signal integrity solutions. Simplex also brings a fast-growing, leading-edge design services capability that specializes in high-performance, multi-million-gate digital designs to complement Cadence's strengths in leading-edge analog and mixed-signal design. Simplex will also provide Cadence with an exciting opportunity to improve supply chain relationships through the X Initiative, and design performance, power, cost and yield through the X Architecture interconnect technology.
Once the merger is completed, the Simplex leadership team will play key roles in Cadence's future. Penny Herscher will become executive vice president and chief marketing officer responsible for marketing, strategy, Tality and the Simplex SoC Design Foundry, reporting to Ray Bingham. Aki Fujimura, Simplex president and COO, will become corporate vice president and general manager of the Design for Manufacturability business unit, reporting to Lavi Lev, executive vice president and general manager of the IC business unit. Steve Teig, Simplex chief technology officer, will become the Cadence chief scientist and will join the office of the CTO, reporting to Ray Bingham.
Customers Applaud Merger
"Both Cadence and Simplex products are part of ST's standard design kit for our advanced 0.13 micron process," said Joel Monnier, corporate vice president and central R&D director at ST Microelectronics. "The addition of the Simplex tools and team, together with its recent acquisition of Silicon Perspective and Plato Design Systems, gives Cadence a complete set of best-in-class solution for 0.13-micron and below."
"We have worked closely with Simplex on the technology for the X Architecture for more than three years," said Dr. Susumu Kohyama, corporate senior vice president, Toshiba Corporation. "Cadence is also a trusted design technology partner, and we look forward to continuing our collaboration on the X Architecture as the Simplex team becomes part of Cadence."
Terms of the Merger Agreement
Upon closing of the merger, Simplex stockholders will receive in exchange for each outstanding share of Simplex stock held by them between 0.924 and 0.756 shares of Cadence common stock, depending on the price of Cadence common stock prior to the closing.
The merger of Cadence and Simplex is subject to certain conditions, including compliance with applicable regulatory requirements and the approval by Simplex's stockholders. As a result of the merger, Simplex will become a wholly owned subsidiary of Cadence.
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