UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): February 9, 2006
CADENCE DESIGN SYSTEMS, INC.
(Exact Name of Registrant as Specified in Charter)
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| Delaware
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000-15867
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77-0148231 |
(State or Other Jurisdiction
of Incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.) |
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2655 Seely Avenue, Building 5
San Jose, California
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95134 |
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(Zip Code) |
Registrant’s telephone number, including area code: (408) 943-1234
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
TABLE OF CONTENTS
Item 3.03. Material Modification to Rights of Security Holders.
The Rights Agreement, dated as of February 9, 1996, as amended and restated as of February 1,
2000 (the “Rights Agreement”), between Cadence Design Systems, Inc. (“Cadence”) and Mellon Investor
Services, LLC (as successor to ChaseMellon Shareholders Services, L.L.C.), expired by its terms at
5:00 p.m., New York City time, on February 9, 2006. The Rights previously issued under the Rights
Agreement to holders of shares of Cadence common stock are of no further force or effect. The
Board of Directors of Cadence has determined not to renew the Rights Agreement or enter into a new
rights agreement at this time.