0000928475-11-000105.txt : 20110512
0000928475-11-000105.hdr.sgml : 20110512
20110512134510
ACCESSION NUMBER: 0000928475-11-000105
CONFORMED SUBMISSION TYPE: DFAN14A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20110512
DATE AS OF CHANGE: 20110512
EFFECTIVENESS DATE: 20110512
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: MENTOR GRAPHICS CORP
CENTRAL INDEX KEY: 0000701811
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373]
IRS NUMBER: 930786033
STATE OF INCORPORATION: OR
FISCAL YEAR END: 0131
FILING VALUES:
FORM TYPE: DFAN14A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34795
FILM NUMBER: 11835072
BUSINESS ADDRESS:
STREET 1: 8005 SW BOECKMAN RD
CITY: WILSONVILLE
STATE: OR
ZIP: 97070-7777
BUSINESS PHONE: 5036857000
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: ICAHN CARL C
CENTRAL INDEX KEY: 0000921669
STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000]
IRS NUMBER: 000000000
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: DFAN14A
BUSINESS ADDRESS:
STREET 1: C/O ICAHN ASSOCIATES CORP.
STREET 2: 767 FIFTH AVE., SUITE 4700
CITY: NEW YORK
STATE: NY
ZIP: 10153
BUSINESS PHONE: 212-702-4300
MAIL ADDRESS:
STREET 1: C/O ICAHN ASSOCIATES CORP.
STREET 2: 767 FIFTH AVE., SUITE 4700
CITY: NEW YORK
STATE: NY
ZIP: 10153
FORMER COMPANY:
FORMER CONFORMED NAME: ICAHN CARL C ET AL
DATE OF NAME CHANGE: 19950612
DFAN14A
1
mentdfan14a051211.txt
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a)
of the Securities Exchange Act of 1934
(Amendment No. __)
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Check the appropriate box:
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[ ] Definitive Proxy Statement
[X] Definitive Additional Materials
[ ] Soliciting Material Pursuant to 240.14a-12
Mentor Graphics Corporation
(Name of Registrant as Specified In Its Charter)
Icahn Partners LP
Icahn Partners Master Fund LP
Icahn Partners Master Fund II LP
Icahn Partners Master Fund III LP
High River Limited Partnership
Hopper Investments LLC
Barberry Corp.
Icahn Onshore LP
Icahn Offshore LP
Icahn Capital L.P.
IPH GP LLC
Icahn Enterprises Holdings L.P.
Icahn Enterprises G.P. Inc.
Beckton Corp.
Carl C. Icahn
Brett Icahn
David Schechter
Gary Meyers
Jose Maria Alapont
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
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FOR IMMEDIATE RELEASE
ICAHN CONFIRMS VICTORY AT MENTOR GRAPHICS BOARD ELECTION
New York, New York, May 12, 2011
Contact: Susan Gordon (212) 702-4309
Carl C. Icahn issued the following statement today:
While official results may be several days away, it appears that our three
nominees (Jose Maria Alapont, Gary Meyers and David Schechter) have won election
as directors of Mentor Graphics, replacing incumbent directors James Fiebiger,
Marsha Congdon and Fontaine Richardson. Preliminary results indicate that all
three of our nominees won by a meaningfully high margin. We hope this marks the
beginning of a secular change in corporate governance that will usher in a new
era in which director accountability to shareholders becomes the rule rather
than the exception.
This is an important victory for Mentor Graphics shareholders, many of whom
clearly shared our belief that change was warranted at the company. This is also
a major triumph for shareholder democracy generally. We have always maintained
that a board's primary responsibility is to oversee management to ensure that
the interests of shareholders - the owners of the company - are zealously
protected and advanced above all others. In our view, there is no better way to
achieve that goal than to increase the alignment of the interests of directors
and owners by allowing owners to have significant board representation.
We continue to believe Mentor's shares are undervalued and are pleased to have
provided a mechanism for shareholders to have a greater voice in determining the
company's future. Our nominees look forward to a cooperative and productive
relationship with the remaining incumbent directors.