8-K

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): July 27, 2005

CADENCE DESIGN SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction
of incorporation) 1-10606
(Commission file number) 77-0148231
(I.R.S. Employer
Identification Number)

2655 Seely Avenue, Building 5
San Jose, California
(Address of principal executive offices) 95134
(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:

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 2.02. Results of Operations and Financial Condition.
	Item 9.01. Financial Statements and Exhibits.
SIGNATURES
EXHIBIT INDEX
EXHIBIT 99.1

Item 2.02. Results of Operations and Financial Condition.

     The financial results of Cadence Design Systems, Inc. (“Cadence”) for the second quarter of 2005, ended July 2, 2005, are provided in Exhibit 99.1 and incorporated by reference herein.

     The presentation of Cadence’s second quarter 2005 financial results included in this Current Report on Form 8-K is qualified by a detailed discussion of associated material risks set forth in Cadence’s filings with the Securities and Exchange Commission. These include Cadence’s Annual Report on Form 10-K for the year ended January 1, 2005 and Quarterly Report on Form 10-Q for the quarter ended April 2, 2005.

     The information in this report shall be deemed incorporated by reference into any registration statement heretofore or hereafter filed under the Securities Act of 1933, as amended, except to the extent that such information is superceded by information as of a subsequent date that is included in or incorporated by reference into such registration statement. The information in this report shall be treated as filed for purposes of the Securities Exchange Act of 1934, as amended.

Item 9.01. Financial Statements and Exhibits.

     (c) Exhibits

Exhibit
No.	Description
99.1	Cadence Design Systems, Inc. financial results for the quarter ended July 2, 2005. This exhibit shall be deemed incorporated by reference into any registration statement heretofore or hereafter filed under the Securities Act of 1933, as amended, except to the extent that such information is superceded by information as of a subsequent date that is included in or incorporated by reference into such registration statement. The information in this report shall be treated as filed for purposes of the Securities Exchange Act of 1934, as amended.

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 hereunto duly authorized.

Dated: July 27, 2005

CADENCE DESIGN SYSTEMS, INC.
By:	/s/ William Porter
	William Porter
	Senior Vice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit
No.	Description
99.1	Cadence Design Systems, Inc. financial results for the quarter ended July 2, 2005.

EX-99.1

EXHIBIT 99.1

Cadence Design Systems, Inc.
Condensed Consolidated Balance Sheets
July 2, 2005 and January 1, 2005
(In thousands)

	July 2, 2005		January 1, 2005
	(Unaudited)
Current Assets:
Cash and cash equivalents	$	543,555	$	448,517
Short-term investments		22,951		144,491
Receivables, net of allowance for doubtful accounts of $12,734 and $12,734, respectively		297,252		384,114
Inventories		22,089		20,481
Prepaid expenses and other		82,293		72,312
Total current assets		968,140		1,069,915
Property, plant and equipment, net of accumulated depreciation of $518,087 and $498,424, respectively		353,541		390,367
Goodwill		1,237,906		995,065
Acquired intangibles, net		202,043		195,655
Installment contract receivables		68,034		96,038
Other assets		234,205		242,799
Total Assets	$	3,063,869	$	2,989,839
Current Liabilities:
Accounts payable and accrued liabilities	$	257,953	$	277,992
Current portion of deferred revenue		283,275		270,966
Total current liabilities		541,228		548,958
Long-term Liabilities:
Long-term portion of deferred revenue		21,711		20,847
Convertible notes		420,000		420,000
Other long-term liabilities		309,009		300,064
Total long-term liabilities		750,720		740,911
Stockholders’ Equity		1,771,921		1,699,970
Total Liabilities and Stockholders’ Equity	$	3,063,869	$	2,989,839

Cadence Design Systems, Inc.
Condensed Consolidated Statements of Operations
For the Quarters and Six Months Ended July 2, 2005 and July 3, 2004
(In thousands, except per share amounts)
(Unaudited)

	Quarters Ended						Six Months Ended
	July 2,			July 3,			July 2,			July 3,
	2005			2004			2005			2004
Revenue:
Product	$	201,844		$	165,286		$	375,253		$	320,023
Services		29,386			37,253			61,829			69,617
Maintenance		89,681			84,540			176,366			163,163
Total revenue		320,911			287,079			613,448			552,803
Costs and Expenses:
Cost of product		22,161			15,043			44,094			33,557
Cost of services		23,283			23,295			45,771			46,394
Cost of maintenance		14,882			13,465			29,149			27,170
Marketing and sales		86,572			80,172			166,266			161,395
Research and development		91,418			91,090			181,804			178,241
General and administrative		36,183			20,125			62,116			40,129
Amortization of acquired intangibles		14,677			16,021			25,288			31,931
Deferred compensation		8,635			8,028			19,992			12,061
Restructuring and other charges		13,514			2,929			31,003			8,364
Write-off of acquired in-process technology		9,400			7,000			9,400			7,000
Total costs and expenses		320,725			277,168			614,883			546,242
Income (loss) from operations		186			9,911			(1,435	)		6,561
Interest expense		(1,345	)		(1,699	)		(2,726	)		(3,256	)
Other income (expense), net		2,182			(3,461	)		6,689			(9,779	)
Income (loss) before provision (benefit) for income taxes		1,023			4,751			2,528			(6,474	)
Provision (benefit) for income taxes		540			948			1,022			(1,522	)
Net income (loss)	$	483		$	3,803		$	1,506		$	(4,952	)
Basic net income (loss) per share	$	0.00		$	0.01		$	0.01		$	(0.02	)
Diluted net income (loss) per share	$	0.00		$	0.01		$	0.01		$	(0.02	)
Weighted average common shares outstanding		277,000			272,362			275,603			272,210
Weighted average common and potential common shares outstanding — assuming dilution		310,822			305,482			309,506			272,210

Cadence Design Systems, Inc.
Condensed Consolidated Statements of Cash Flows
For the Six Months Ended July 2, 2005 and July 3, 2004
(In thousands)
(Unaudited)

	Six-Months Ended
	July 2,			July 3,
	2005			2004
Cash and Cash Equivalents at Beginning of Period	$	448,517		$	309,175
Cash Flows from Operating Activities:
Net income (loss)		1,506			(4,952	)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization		95,405			92,870
Deferred compensation		19,992			12,061
Equity in loss from investments, net		4,704			12,370
Gain on investments, net		(11,422	)		(3,206	)
Write-down of investment securities		7,106			1,924
Write-off of acquired in-process technology		9,400			7,000
Non-cash restructuring and other charges		1,874			—
Proceeds from the sale of receivables		111,452			5,149
Provisions (recoveries) for losses (gains) on trade accounts receivable and sales returns		(23	)		1,268
Other non-cash items		(48	)		(263	)
Changes in operating assets and liabilities, net of effect of acquired businesses:
Receivables		61,070			(174	)
Inventories		(245	)		(7,218	)
Prepaid expenses and other		(1,053	)		(5,968	)
Installment contract receivables		(60,062	)		43,741
Other assets		265			1,050
Accounts payable and accrued liabilities		(38,737	)		(12,789	)
Deferred revenue		11,503			1,885
Other long-term liabilities		(16,269	)		16,272
Net cash provided by operating activities		196,418			161,020
Cash Flows from Investing Activities:
Proceeds from sale of available-for-sale securities		13,068			3,557
Proceeds from sale of short-term investments		289,225			279,760
Purchases of short-term investments		(180,975	)		(301,360	)
Proceeds from the sale of long-term investments		4,715			6,942
Proceeds from sale of property, plant and equipment		33,625			3,625
Purchases of property, plant and equipment		(33,261	)		(33,688	)
Purchases of software licenses		—			(650	)
Investment in venture capital partnerships and equity investments		(6,934	)		(13,417	)
Cash paid in business combinations, net of cash acquired		(277,441	)		(96,803	)
Net cash used for investing activities		(157,978	)		(152,034	)
Cash Flows from Financing Activities:
Principal payments on capital leases		(51	)		(321	)
Payment of convertible notes issuance costs		—			(1,920	)
Proceeds from issuance of common stock		51,915			45,866
Purchases of treasury stock		—			(69,846	)
Net cash provided by (used for) financing activities		51,864			(26,221	)
Effect of exchange rate changes on cash and cash equivalents		4,734			831
Increase (decrease) in cash and cash equivalents		95,038			(16,404	)
Cash and Cash Equivalents at End of Period	$	543,555		$	292,771

Cadence Design Systems, Inc.
(Unaudited)

Revenue Mix by Geography (% of Total Revenue)

	2003															2004															2005
GEOGRAPHY	Q1			Q2			Q3			Q4			Year			Q1			Q2			Q3			Q4			Year			Q1			Q2
North America		55	%		54	%		59	%		64	%		58	%		53	%		57	%		56	%		45	%		52	%		46	%		49	%
Europe		17	%		15	%		19	%		16	%		17	%		16	%		19	%		20	%		30	%		22	%		16	%		17	%
Japan		20	%		22	%		13	%		13	%		17	%		22	%		14	%		15	%		14	%		16	%		30	%		25	%
Asia		8	%		9	%		9	%		7	%		8	%		9	%		10	%		9	%		11	%		10	%		8	%		9	%
Total		100	%		100	%		100	%		100	%		100	%		100	%		100	%		100	%		100	%		100	%		100	%		100	%

Revenue Mix by Product Group (% of Total Revenue)

	2003															2004															2005
PRODUCT GROUP	Q1			Q2			Q3			Q4			Year			Q1			Q2			Q3			Q4			Year			Q1			Q2
Functional Verification		20	%		18	%		18	%		20	%		19	%		20	%		20	%		18	%		19	%		19	%		20	%		19	%
Digital IC Design		24	%		22	%		27	%		20	%		23	%		25	%		21	%		24	%		27	%		24	%		26	%		23	%
Custom IC Design		27	%		28	%		27	%		27	%		27	%		27	%		24	%		27	%		27	%		27	%		24	%		31	%
Design for Manufacturing		9	%		10	%		7	%		13	%		10	%		6	%		9	%		12	%		8	%		9	%		9	%		9	%
System Interconnect		8	%		9	%		8	%		10	%		9	%		10	%		9	%		8	%		9	%		9	%		10	%		9	%
Services & Other		12	%		13	%		13	%		10	%		12	%		12	%		17	%		11	%		10	%		12	%		11	%		9	%
Total		100	%		100	%		100	%		100	%		100	%		100	%		100	%		100	%		100	%		100	%		100	%		100	%

Note: Product Group total revenue includes Product + Maintenance