On Tuesday March 22nd, speaking on CNBC "Strategy Session" Donald Drapkin, chairman of Casablanca Capital said that he sees a deal for Mentor in three to fifteen months. He named Cadence as the likely purchaser. The Portland Business Journal reported the story on Thursday. I do not share his opinion. Unfortunately for everyone involved, the EDA industry remains a mystery to outsiders with money.
Recent announcements by Cadence, Mentor, and Springsoft provided layout engineers, or at least a portion of them, with good news. Every engineer knows that it is easier and cheaper to avoid problems than to fix them. Unfortunately often EDA tools work like police officers helping to find transgressions and omissions instead of helping to develop a correct solution. This is not due to the fact that EDA companies are mean or incapable. It is a fact that often it is easier to develop algorithms that verify the design than heuristics that anticipate and avoid problems.
As I predicted in one of my earlier articles (http://www.gabeoneda.com/silicon-beach/mentor-graphics-management-faces-...), Casablanca Capital and Carl Icahn are moving closer in their strategy to gain control of Mentor Graphics and pursue a sale of the company. Casablanca Capital, which owns about 5% of Mentor's stock had initially offered its own three candidates for a position on Mentor's board of directors. Carl Icahn had also offered three candidates. I have said that of all three, the one that would be difficult for the Board to reject was Gary Meyers former CEO of Synplicity and newly elected member of the Board of Oasys Design System. But there were six new candidates, an that number could generate confusion and competition with the results that none would be proposed by the Committee of the Board charged with recommending new or additional directors to the stockholders.
Today was Mentor Day at DVCon. The luncheon was sponsored by Mentor and the keynote speech was delivered by Wally Rhines. First the lunch. The program described the lunch as follows: "Join ringmasters Harry Foster and Steve Bailey as they lead you through an insightful journey of the latest industry trends and solutions in functional verification. They promise not to leave you spinning in circles."
The first joint event organized by both Accellera and OSCI was what Stan Krolikoski, moderator of the event, labeled a "Town Hall" meeting held during the lunch time of the first day of DVCon. The food was good but Spartan, the hall full of EDA professional and electronic designers (around 300), and the topic well presented.
Carl Icahn has found one more way to entertain himself and thus the EDA community. In a regulatory filing he stated that he has offered to purchase Mentor Graphics for $17.00 a share net of any fee. Thus at the opening bell Mentor stock jumped by almost 20%, only to settle back a bit. The offer values Mentor at slightly over $1.864 billion. By contrast Synopsys market capitalization is $4.18 billion, Cadence's is $2.62 billion, and Magma is $415 million.
Mentor has made the latest move in this bizarre game between it and billionaire investor Carl Icahn. It has moved up the release of its fourth quarter results eight days, from March 4 to February 24. Mentor said it expects the results to show growth in the quarter and the first profitable year in the last three years.
Good news is better served hot, or so thinks Mentor. This will give the outside directors of the Board a better climate in which to consider the proposal by Casablanca Capital and Carl Icahn for up to six outside directors proposed by them, three by Casablanca and three by Icahn. In any event it will be hard for those directors to oppose the candidacy of Gary Myers, proposed by Carl Icahn. Gary has been a success in EDA, and holds other board positions within EDA. With over 14% of the stock, Carl is certainly entitled to at least a representative on the Mentor board. But one, or even two board positions are not enough to change the outcome. And Carl is not likely to go away, so it is a stalemate.
In an article on Monday February 14, Mike Rogoway of The Oregonian, reports on a serious challenge to the leadership of the existing executive management of Mentor Graphics. The company, in what may appear to be a misguided decision, timed the February announcement of the date of its annual meeting in May so that there were only ten days available for any outsider to nominate candidates for the company Board of Directors.
The EDA industry had a respectable 2010 and Cadence's yearly fiscal report confirms the fact. This week Cadence reported its 2010 fiscal year results. Overall the news was good with corporate health improving from the previous year. The release of EDA360 has also helped Cadence to focus on a strategy and to begin to implement it tactically. The company reversed a 2009 loss of almost $150 million and reported an income of $142 million. When the performance is seen under a non-GAAP light, the result is an improvement from a loss of $16 million to a gain of almost $53 million. Cadence predict that its revenue for 2011 will surpass the one billion dollars.
Last week I attended the Common Platform Technology Forum. The members of the Common Platform, IBM, Samsung, and Globalfoundries organized the event to market both their 32/28 nm foundry capabilities and the work they are undertaking in developing their 20 nm process.