Stock Repurchase Program

6 Months Ended

Jun. 30, 2023

Class of Stock Disclosures [Abstract]

In August 2022, Cadence’s Board of Directors increased the prior authorization to repurchase shares of Cadence common stock by authorizing an additional $1.0 billion. The actual timing and amount of repurchases are subject to business and market conditions, corporate and regulatory requirements, stock price, acquisition opportunities and other factors.

During the three and six months ended June 30, 2023, Cadence repurchased approximately 0.6 million and 1.2 million shares on the open market, for an aggregate purchase price of $125 million and $250 million, respectively.

In June 2023, Cadence also entered into an accelerated share repurchase (“ASR”) agreement with HSBC Bank USA, National Association (“HSBC”) to repurchase an aggregate of $200.0 million of Cadence common stock. The ASR agreement was accounted for as two separate transactions (1) a repurchase of common stock and (2) an equity-linked contract on Cadence’s own stock. Under the ASR agreement, Cadence received an initial share delivery of approximately 0.6 million shares, which represented the number of shares at a market price equal to $140.0 million. An equity-linked contract for $60.0 million, representing the remaining shares to be delivered by HSBC under the ASR agreement, was recorded to stockholders’ equity as of June 30, 2023 and is expected to settle in the third quarter of fiscal 2023 upon completion of the repurchases. The shares Cadence receives are treated as a repurchase of common stock for purposes of calculating earnings per share. The final number of shares that Cadence will repurchase under the ASR agreement will be based on Cadence’s daily volume-weighted average share prices during the term of the ASR agreement, less a discount.

During the three and six months ended July 2, 2022, Cadence repurchased approximately 1.6 million and 3.2 million shares on the open market, for an aggregate purchase price of $250.0 million and $500.0 million, respectively.

During the three and six months ended July 2, 2022, Cadence also repurchased approximately 0.5 million shares, for a market price equal to $70.0 million under an ASR agreement.

As of June 30, 2023, approximately $627 million of Cadence’s share repurchase authorization remained available to repurchase shares of Cadence common stock.

The shares repurchased under Cadence’s repurchase authorizations and the total cost of repurchased shares, including commissions, during the three and six months ended June 30, 2023 and July 2, 2022 were as follows:


	Three Months Ended				Six Months Ended
	June 30, 2023		July 2, 2022		June 30, 2023		July 2, 2022
	(In thousands)
Shares repurchased	1,178		2,138		1,846		3,704
Total cost of repurchased shares	$	265,109	$	320,033	$	390,119	$	570,049