FORM 10-Q
______________
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
X Quarterly Report PURSUANT TO Section 13 or 15(d) of the
- - -- Securities Exchange Act of 1934
For the quarterly period ended March 31, 1994
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________________to_________________
Commission file number 0-14386
CADENCE DESIGN SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
Delaware 77-0148231
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) number)
555 River Oaks Parkway, San Jose, California 95134
(Address of principal executive offices) (Zip Code)
(408) 943-1234
Registrant's telephone number, including area code
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of
the Securities Exchange Act of 1934 during the preceding 12
months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes __X__ No _____
At March 31, 1994 there were 41,227,171 shares of the
registrant's Common Stock, $0.01 par value outstanding.
CADENCE DESIGN SYSTEMS, INC.
INDEX
PART I. FINANCIAL INFORMATION PAGE NO.
Item 1. Financial Statements
Condensed Consolidated Balance Sheets:
March 31, 1994 and December 31, 1993 3
Condensed Consolidated Statements of Income: Three
Months Ended March 31, 1994 and 1993 4
Condensed Consolidated Statements of Cash Flows:
Three Months Ended March 31, 1994 and 1993 5
Notes to Condensed Consolidated Financial
Statements 6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 8
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 10
Item 6. Exhibits and Reports on Form 8-K 10
Signatures 13
CADENCE DESIGN SYSTEMS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
March 31, December 31,
1994 1993
ASSETS (Unaudited)
Current Assets:
Cash and cash investments $ 62,259 $ 61,382
Short-term investments 43,550 31,423
Accounts receivable, net 88,580 101,890
Inventories 5,187 5,744
Prepaid expenses and other assets 15,865 18,036
Total current assets 215,441 218,475
Property, plant and equipment, net 94,601 61,477
Software development costs, net 31,401 31,265
Purchased software and other
intangibles, net 10,935 12,787
Other assets 10,970 15,297
Total assets $363,348 $339,301
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Notes payable and current portion
of long-term obligations $ 27,540 $ 3,962
Accounts payable 12,234 13,513
Accrued liabilities 56,870 51,352
Income taxes payable 2,595 6,541
Deferred revenue 46,104 38,111
Total current liabilities 145,343 113,479
Long-term obligations 2,378 4,001
Lease liabilities 9,109 10,722
Deferred income taxes 2,008 2,243
Other noncurrent liabilities 2,981 2,734
Total long-term liabilities 16,476 19,700
Stockholders' Equity:
Common stock 462 460
Additional paid-in capital 251,177 250,501
Treasury shares at cost (4,964,853
and 4,857,200 shares, respectively) (53,886) (52,178)
Retained earnings 4,210 8,527
Accumulated translation adjustment (434) (1,188)
Total stockholders' equity 201,529 206,122
Total liabilities and stockholders'
equity $363,348 $339,301
The accompanying notes are an integral part of these statements.
CADENCE DESIGN SYSTEMS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share amounts)
Three Months Ended
March 31, March 31,
1994 1993
REVENUE: (Unaudited)
Product $ 61,147 $ 47,114
Maintenance 35,631 29,003
Total revenue 96,778 76,117
COST OF REVENUE:
Product 19,716 16,889
Maintenance 3,825 3,958
Total cost of revenue 23,541 20,847
Gross margin 73,237 55,270
OPERATING EXPENSES:
Marketing and sales 39,024 37,499
Research and development 16,989 16,918
General and administrative 10,599 9,477
Restructuring costs - - - 13,450
Provision for settlement of
litigation 12,104 - - -
Total operating expenses 78,716 77,344
LOSS FROM CONTINUING
OPERATIONS (5,479) (22,074)
Other income, net 347 504
Loss from continuing operations
before benefit for income taxes (5,132) (21,570)
Benefit for income taxes 1,283 5,732
NET LOSS FROM CONTINUING
OPERATIONS (3,849) (15,838)
LOSS FROM DISCONTINUED OPERATIONS - - (478)
NET LOSS $ (3,849) $ (16,316)
NET LOSS PER SHARE:
From continuing operations $ (.09) $ (.36)
From discontinued operations - - - (.01)
Net loss per share $ (.09) $ (.37)
Weighted average common and common
equivalent shares outstanding 41,208 44,136
The accompanying notes are an integral part of these statements.
CADENCE DESIGN SYSTEMS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
Three Months Ended
March 31, March 31,
1994 1993
(Unaudited)
CASH AND CASH INVESTMENTS AT
BEGINNING OF PERIOD $ 61,382 $ 78,976
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss (3,849) (16,316)
Adjustments to reconcile net loss
to net cash provided by operating
activities:
Depreciation and amortization 10,600 10,873
Lease liabilities (1,619) (1,174)
Deferred income taxes, noncurrent (235) 1,253
Writeoffs of capitalized software
development costs and purchased
software and intangibles 807 377
Accruals for severance and facilities
restructure costs - - - 9,573
Increase in other noncurrent liabilities 247 82
Write down and reserve of assets related
to restructure - - - 3,500
Net changes in current assets and
liabilities, net of purchase of
third-party interests in partnerships-
Decrease in accounts receivable 14,891 33,590
Decrease (increase) in inventories 560 (1,604)
Decrease (increase) in prepaid expenses
and other assets 2,267 (6,516)
Decrease in accrued liabilities and
payables (735) (11,949)
Increase in deferred revenue 7,698 4,621
Net cash provided by operating
activities 30,632 26,310
CASH FLOWS FROM INVESTING ACTIVITIES:
Increase in short-term investments (12,127) (3,499)
Purchase of property and equipment (2,340) (5,012)
Capitalization of software
development costs (3,362) (3,760)
Decrease (increase) in other assets
and purchased software and intangibles 593 (333)
Payment for purchase of third-party
interests in partnerships, net of cash
acquired (8,729) - - -
Net cash used for investing
activities (25,965) (12,604)
CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments on long-term
obligations (2,057) (1,978)
Sale of common stock, net of
notes receivable from stockholders 678 5,597
Purchase of treasury stock, net (1,708) (4,245)
Net cash used for financing
activities (3,087) (626)
EFFECT OF EXCHANGE RATE CHANGES ON CASH (703) (1,044)
INCREASE IN CASH AND CASH INVESTMENTS 877 12,036
CASH AND CASH INVESTMENTS AT END OF PERIOD $ 62,259 $ 91,012
The accompanying notes are an integral part of these statements.
CADENCE DESIGN SYSTEMS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of Presentation
The condensed consolidated financial statements included
herein have been prepared by the Company, without audit,
pursuant to the rules and regulations of the Securities and
Exchange Commission. Certain information and footnote
disclosures normally included in financial statements
prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such
rules and regulations. However, the Company believes that
the disclosures are adequate to make the information
presented not misleading. These condensed consolidated
financial statements should be read in conjunction with the
financial statements and the notes thereto included in the
Company's annual report on Form 10-K for the year ended
December 31, 1993.
The unaudited condensed consolidated financial statements
included herein reflect all adjustments (which include only
normal, recurring adjustments) that are, in the opinion of
management, necessary to state fairly the results for the
periods presented. The results for such periods are not
necessarily indicative of the results to be expected for the
full fiscal year.
2. Acquisition of Third-Party Interests in Real Estate
Partnerships
In March 1994 the Company acquired all third-party interests
in two real estate partnerships in which it was a 46.5% and
80% limited partner, respectively, for approximately $9
million in cash and the assumption of a secured construction
loan of approximately $23.5 million. The Company leases
buildings from one of the limited partnerships and the
second limited partnership owns unencumbered land adjacent
to the leased property. The Company paid off the
construction loan with its cash reserves in May 1994.
3. Discontinued Operations
In December 1993 the Company sold its Automated Systems
("ASI") division. The operating results of the Company have
been restated for 1993 and prior periods to report
discontinued operations of ASI as a separate line item in
the consolidated statements of income. Revenue of the
discontinued division was $3,223,000 for the quarter ending
March 31, 1993.
4. Purchase of Comdisco Systems, Inc.
In June 1993 the Company acquired the business and certain
assets of Comdisco Systems, Inc. ("Comdisco"), a subsidiary
of Comdisco, Inc. in exchange for 1,050,000 shares of the
Company's common stock and a warrant to purchase 1,300,000
shares of the Company's common stock. The acquisition was
accounted for as a purchase. Accordingly, the results of
Comdisco from the date of acquisition forward have been
recorded in the Company's consolidated financial statements.
Comparative pro forma financial information has not been
presented as the results of operations for Comdisco are not
material to the Company's consolidated financial statements
for 1993.
5. Disclosure of Noncash Investing Activities
As discussed in Note 2 the Company purchased all third-party
interests in two real estate partnerships for approximately
$9 million. In connection with the acquisition, net assets
acquired were as follows (in thousands):
Property and other assets $ 36,083
Liabilities assumed (23,576)
Less cash acquired (3,778)
Total $ 8,729
6. Investments in Debt and Equity Securities
Effective January 1, 1994 the Company adopted Statement
of Financial Accounting Standards No. 115 "Accounting
for Certain Investments in Debt and Equity Securities".
There was no effect on the Company's operating results
due to the adoption. The Company classifies its
investments as "heldto-maturity" for the purposes of
this statement. The investments mature at various
dates through December 1994.
7. Net Loss Per Share
Net loss per share is calculated by dividing net loss
by the weighted average number of shares of common
stock.
8. Inventories
Inventories which consist primarily of testing equipment are
stated at the lower of cost (first-in, first-out method) or
market. Cost includes labor, material and manufacturing
overhead. Inventories consisted of the following (in
thousands):
March 31, December 31,
1994 1993
(Unaudited)
Raw materials and supplies $1,361 $2,240
Work-in progress 2,661 2,214
Finished goods 1,165 1,290
Total $5,187 $5,744
9. Commitments and Contingencies
Stockholder class action lawsuits were filed against the
Company and certain of its officers and directors in the
United States District Court for the Northern District of
California, San Jose Division, on April 8 and 9, 1991. The
suits were subsequently consolidated into a single lawsuit
and the class period changed to include purchasers of the
Company's common stock during the period from October 18,
1990 through April 3, 1991. The lawsuit alleges violation
of certain federal securities laws by maintaining
artificially high market prices for the Company's common
stock through alleged misrepresentations and nondisclosures
regarding the Company's financial condition. On June 2,
1993 the District Court granted in part and denied in part
the Company's motion to dismiss the complaint in the class
action originally filed in April 1991. The effect of this
ruling was to limit the class period to include purchasers
of the Company's common stock between January 29, 1991 and
April 3, 1991. Trial of this matter was scheduled to
commence August 8, 1994.
On March 23, 1993 a separate class action lawsuit was filed
against the Company and certain of its directors and
officers in the United States District Court, Northern
District of California, San Jose Division. Two additional
complaints identical to the complaint filed on March 23,
1993 except for the identities of the plaintiffs, were filed
later in March and in April 1993. All three complaints were
consolidated into a single lawsuit which seeks unspecified
damages on behalf of all purchasers of the Company's common
stock between October 12, 1992 and March 19, 1993. The
lawsuit alleges violation of certain federal securities laws
by maintaining artificially high market prices for the
Company's common stock through alleged misrepresentations
and nondisclosures regarding the Company's financial
condition. On November 18, 1993, the District Court granted
the Company's motion to dismiss the 1993 complaint. The
effect of the ruling was to dismiss the complaint except as
to a statement allegedly made on January 28, 1993, but
plaintiffs were granted leave to further amend their
complaint.
In April 1994 the Company entered into tentative agreements
to settle both of the above class action lawsuits. The
agreements are subject to negotiation and execution of final
settlement agreements, final court approval and certain
contingencies. The tentative agreements provide for payment
by the Company, net of insurance proceeds, of approximately
$11 million in the second quarter of 1994. The Company is
seeking to recover a portion of this payment from one of its
insurers. The provision for settlement of litigation
recorded in the first quarter includes the above settlement
amount as well as legal costs associated with the
settlement.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
RESULTS OF OPERATIONS
Revenue for the first quarter ended March 31, 1994 was $96.8
million compared with $76.1 million for the same period of
the prior year, an increase of 27%. This increase was
partially due to improved economic conditions, increased
demand for the Company's products including the addition of
the business of Comdisco and higher maintenance revenue from
a larger installed product base. Also, revenue for the
first quarter of 1993 was adversely impacted by a shift in
the Company's systems product strategy. Maintenance revenue
increased in absolute dollars by $6.6 million for the three
months ended March 31, 1994 as compared to the same period
in 1993, in part because of a larger customer base, the
increased focus on customer renewals and the addition of
Comdisco operations.
Total cost of revenue was $23.5 million for the three months
ended March 31, 1994 as compared to $20.8 million for the
same period in 1993, an increase of 13%. Cost of product
was $19.7 million for the first quarter of 1994 as compared
to $16.9 million for the same period in 1993. This increase
in cost of product was partially due to an increase in the
amortization and write-off of purchased software and
intangibles, as well as increased expenses related to the
addition of Comdisco operations. Cost of maintenance
decreased in absolute dollars for the first quarter of 1994
as compared to the same period in the prior year. The
slight decrease was due to the streamlining of the
maintenance renewal process which includes a more cost
effective update program and lower cost media.
Gross margin was 76% and 73% for the first quarter ended
March 31, 1994 and 1993, respectively.
Marketing and sales expenses were $39.0 million for the
first quarter ended March 31, 1994 compared with $37.5
million in the same period of the prior year, an increase of
4%. This increase was primarily due to the addition of
Comdisco operations.
Research and development expenses for the first quarter
ended March 31, 1994 were $17.0 million compared with $16.9
million in the same period of the prior year. Capitalization
of software development costs for the quarters ended March
31, 1994 and 1993 was $3.4 million and $3.8 million, which
represented 17% and 18% of total research and development
expenditures made in each of those periods, respectively.
Gross research and development expenditures decreased from
$20.7 million to $20.4 million for the three months ended
March 31, 1993 as compared to March 31, 1994. The decrease
was due to reduced equipment maintenance and facility costs
partially offset by increased expenses related to the
addition of Comdisco operations.
General and administrative expenses increased to $10.6
million for the first quarter ended March 31, 1994 from $9.5
million in the same period of 1993, an increase of 12%. This
increase was primarily due to increases in legal expenses,
expenses related to the addition of Comdisco operations and
increased bad debt expense.
In March 1994 the Company recorded a provision of $12.1
million for settlement of the stockholder class action
lawsuits filed against the Company and certain of its
officers and directors in 1991 and 1993. This provision
includes costs related to the settlement payments as well as
legal costs associated with the settlement.
In March 1993 the Company recorded restructuring costs of
$13.5 million associated with a planned restructure of
certain areas of sales, operations and administration due to
business conditions. The restructuring charge primarily
reflects costs associated with excess facilities, the write
off of software development costs and purchased software and
intangibles and employee terminations arising from required
adjustments to the Company's cost structure necessitated by
lower revenue levels.
Net other income for the first quarter ended March 31, 1994
was $.3 million compared with $.5 million for the same
period in 1993. This decrease was primarily due to
increased expense related to foreign exchange loss and other
expenses which were partially offset by an increase in
interest income.
The Company's estimated annual effective tax rate for fiscal
1994 is 25% as compared to 26% for the same period in the
prior year.
As previously discussed, the Company sold its ASI division
in December 1993 and restated the financial information of
prior periods to report discontinued operations of ASI as a
separate line item in the consolidated statements of income.
In the first quarter of 1993 the Company recorded a $.5
million loss related to the operating results of the
discontinued division.
The Company's operating expenses are partially based on its
expectations of future revenue. The Company's results of
operations may be adversely affected if revenue does not
materialize in a quarter as expected. Since expense levels
are usually committed in advance of revenues and because
only a small portion of expenses vary with revenue, the
Company's operating results may be impacted significantly by
lower revenue. Based on the Company's operating history and
factors that may cause fluctuations in the quarterly
results, quarter to quarter comparisons should not be relied
upon as indicators of future performance.
LIQUIDITY AND CAPITAL RESOURCES
During the three months ended March 31, 1994 the Company's
cash and cash investments and short-term investments
increased $13.0 million from $92.8 million to $105.8
million. This increase was primarily due to net cash
generated from operating activities ($30.6 million)
exceeding net cash used for investing activities ($13.8
million, excluding the $12.1 million increase in short-term
investments) and net cash used for financing activities
($3.1 million). In addition to $105.8 million in cash and
cash investments and short-term investments at March 31,
1994, the Company had available $15.0 million under
equipment lease lines and $17.5 million under bank lines of
credit. The Company was not in compliance with certain
covenants related to its lines of credit at March 31, 1994.
The Company subsequently obtained waivers of the
noncompliance from the banks. The bank lines of credit
expire in May and June 1994. The Company anticipates it
will obtain new bank lines of credit to replace the expiring
lines.
Anticipated cash requirements in 1994 include payments
related to the pay off of the $23.5 million construction
loan (paid in May 1994), the settlement of the class action
lawsuits (approximately $11 million to be paid during the
second quarter), the purchase of treasury stock,
contemplated additions of capital equipment and restructure
costs accrued at March 31, 1994. Prior to 1993, the Company
authorized the repurchase of up to 2.8 million shares of
common stock in the open market over the next several years
to satisfy its estimated requirements for shares to be
issued under its employee stock option and stock purchase
plans. In April 1993 the Company authorized the repurchase
of an additional 4.0 million shares of common stock from
time to time in the open market. In addition, in February
1994 the Company authorized the repurchase of an additional
2.9 million shares. In total, as of March 31, 1994
approximately 5.9 million shares had been repurchased. The
Company anticipates that current cash and short-term
investment balances, cash flows from operations and unused
balances on equipment lease lines and lines of credit will
be sufficient to meet its working capital and capital
expenditure requirements for at least the next year.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
See Part I, Item 1., Note 9 of Notes to Condensed
Consolidated Financial Statements.
Item 6. Exhibits and Reports on Form 8-K
(a) The following exhibits are filed herewith:
Exhibit
Number Exhibit Title
10.01 The Registrant's 1987 Stock Option Plan, as
amended to date, (incorporated by reference to
Exhibit 4.01 to the Registrant's Form S-8
Registration Statement (No. 33-48371) filed
on June 4, 1992 (the "1992 Form S-8")).*
10.02 Form of Stock Option Agreement and Form of Stock
Option Exercise Request, as currently in effect under the
Registrant's 1987 Stock Option Plan (incorporated by
reference to Exhibit 4.01 to the Registrant's Form S-8
Registration Statement (No. 33-22652) filed on June 20,
1988).*
10.03 The Registrant's 1988 Directors Stock Option Plan,
as amended to date, including the Stock Option Grant and
Stock Option Exercise Notice and Agreement (the first
document is incorporated by reference to Exhibit 4.02 of the
Registrant's 1992 Form S-8 and the latter two documents are
incorporated by reference to Exhibit 10.08 - 10.10 of the
1988 Form S-1).*
10.04 The Registrant's 1993 Directors Stock Option
Plan including the Stock Option Grant (incorporated by
reference to the Registrant's Form 10-K
for the fiscal year ended December 31, 1993 (the "1993
Form 10-K")).*
10.05 The Registrant's 1990 Stock Purchase Plan
(incorporated by reference to Exhibit 4.03 of the 1992 Form
S-8).*
10.06 The Registrant's Senior Executive Bonus Plan for
1993 (incorporated by reference to Exhibit 10.07 of the
Registrant's Form 10-K for the fiscal year ended December
31, 1992 (the "1992 Form 10-K")).*
10.07 The Registrant's Key Contributor Bonus Plan for
1993 (incorporated by reference to Exhibit 10.08 of the 1992
Form 10-K).*
10.08 The Registrant's Senior Executive Bonus Plan for
1994 (incorporated by reference to the 1993 Form 10-K).*
10.09 The Registrant's Key Contributor Bonus Plan for
1994 (incorporated by reference to the 1993 Form 10-K).*
10.10 The Registrant's Cash or Deferred Profit Sharing
Plan, as currently in effect (certain amendments are
incorporated by reference to the 1993 Form 10-K; the Plan
itself is incorporated by reference to Exhibit 10.12 to the
Registrant's Form S-4 Registration Statement (No. 33-31673),
originally filed on October 18, 1989 (the "1989 Form S4")).*
10.11 Amended and Restated Lease, dated June 29, 1989,
by and between River Oaks Place Associates, a California
limited partnership, ("ROPA") and the Registrant, for the
Registrant's executive offices at 555 River Oaks Parkway,
San Jose, California (incorporated by reference to Exhibit
10.14 to the Registrant's Form 10-K for the fiscal year
ended December 31, 1990) (the "1990 Form 10-K")).
10.12 Lease dated June 29, 1989 by and between ROPA and
the Registrant for the Registrant's offices at 575 River
Oaks Parkway, San Jose, California (incorporated by
reference to Exhibit 10.16 to the 1990 Form 10-K).
10.13 Lease dated June 29, 1989 by and between ROPA and
the Registrant for the Registrant's offices at 535 and 545
River Oaks Parkway, San Jose, California (incorporated by
reference to Exhibit 10.17 to the 1990 Form 10-K).
10.14 Lease dated September 3, 1985 by and among the
Richard T. Peery and John Arrillaga Separate Property Trusts
("P/A Trusts") and Valid Logic Systems Incorporated
("Valid") (which merged into the Registrant) for the
Registrant's offices at 75 West Plumeria Avenue, San Jose,
California (incorporated by reference to Exhibit 10.16 to
the Form 10-K for Valid for the fiscal year ended December
30, 1990 (the "1990 Valid Form 10-K")).
10.15 Amendment Number 1, dated March 2, 1988, to Lease
Agreement for 75 West Plumeria Avenue, San Jose, California,
by and among Valid and the P/A Trusts (incorporated by
reference to Exhibit 10.17 to the 1990 Valid Form 10-K).
10.16 Lease dated December 19, 1988 by and among the P/A
Trusts and Valid for the Registrant's offices at 2835 North
First Street, San Jose, California (incorporated by
reference to Exhibit 10.18 to the 1990 Valid Form 10-K).
10.17 Lease dated September 3, 1985 by and among the P/A
Trusts and Valid for the Registrant's offices at 2820
Orchard Parkway, San Jose, California (incorporated by
reference to Exhibit 10.14 to the 1990 Valid Form 10-K).
10.18 Amendment Number 1, dated March 2, 1988, to Lease
Agreement for 2820 Orchard Parkway, San Jose, California, by
and among Valid and the P/A Trusts (incorporated by
reference to Exhibit 10.15 to the 1990 Valid Form 10-K).
10.19 Form of Executive Compensation Agreement dated May
1989 between Registrant and Mr. Costello (incorporated by
reference to Exhibit 10.20 to the 1989 Form S-4).*
10.20 Leased dated as of June 18, 1991 by and between
C.T. Montague I, L.P., a California limited partnership, and
the Registrant for improved real property including office
buildings located at Seely Road and Montague Avenue, San
Jose, California (incorporated by reference to Exhibit 10.24
to the 1991 Form S-4).
10.21 Employment Agreement dated as of December 1, 1989
between the Registrant and Mr. Doug Hajjar (incorporated by
reference to Exhibit 10.36 to Form 10-K for Valid for the
fiscal year ended December 31, 1989). *
10.22 Modification to Employment Agreement with Mr.
Hajjar (incorporated by reference to Exhibit 10.03 to the
1991 Form S-4). *
10.23 Amendment to Employment Agreement with Mr. Hajjar
dated December 16, 1992 (incorporated by reference to
Exhibit 10.18 to the Registrant's Form 10-K for the fiscal
year ended December 31, 1992). *
10.24 Offer letter to H. Raymond Bingham dated May
12, 1993 (incorporated by reference to the 1993 Form 10K).*
10.25 Offer letter to M. Robert Leach dated May
17, 1993 (incorporated by reference to the 1993 Form 10-K).*
10.26 Letter agreement dated March 9, 1994 by and among
C.T. Properties, Inc. ("General Partner"), Registrant,
Montague Investors, L.P. ("Montague") and David M. Thede
("Thede") whereby Registrant acquired all of Thede's
ownership interests in the C.T. Montague I, L.P. and C.T.
Montague II, L.P. limited partnerships and the General
Partner and all of Montague's interests in C.T. Montague I,
L.P. (incorporated by reference to the 1993 Form 10-K).
(b) No reports on Form 8-K have been filed during the
quarter ended March 31, 1994.
* A management contract or compensatory plan required to be
filed as an exhibit to Form 10-Q.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned thereunto duly
authorized.
CADENCE DESIGN SYSTEMS, INC.
(Registrant)
DATE: May 12, 1994 By: /s/ Joseph B. Costello
JOSEPH B. COSTELLO
President and Chief Executive Officer
DATE: May 12, 1994 By: /s/ H. Raymond Bingham
H. RAYMOND BINGHAM
Executive Vice President
and Chief Financial Officer