-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WskM94Rt+yeMFvmMQMkCEvvTylMgzuoDbfgN29VhIlttAqua089ELkihLTznBo9p URJdTgEANVXCFh/bmqLM7w== 0001209191-05-004408.txt : 20050124 0001209191-05-004408.hdr.sgml : 20050124 20050124161736 ACCESSION NUMBER: 0001209191-05-004408 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050112 FILED AS OF DATE: 20050124 DATE AS OF CHANGE: 20050124 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: VERISITY LTD CENTRAL INDEX KEY: 0001121936 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 770432231 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2041 LANDINGS DRIVE CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043 BUSINESS PHONE: 4154341665 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CADENCE DESIGN SYSTEMS INC CENTRAL INDEX KEY: 0000813672 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] STATE OF INCORPORATION: DE FISCAL YEAR END: 0102 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-32417 FILM NUMBER: 05544668 BUSINESS ADDRESS: STREET 1: 2655 SEELY ROAD BLDG 5 CITY: SAN JOSE STATE: CA ZIP: 95134 BUSINESS PHONE: 4089431234 MAIL ADDRESS: STREET 1: 555 RIVER OAKS PARKWAY CITY: SAN JOSE STATE: CA ZIP: 95134 FORMER NAME: FORMER CONFORMED NAME: ECAD INC /DE/ DATE OF NAME CHANGE: 19880609 3 1 bpa04883_bpa1c1.xml MAIN DOCUMENT DESCRIPTION X0202 3 2005-01-12 0 0001121936 VERISITY LTD VRST 0000813672 CADENCE DESIGN SYSTEMS INC 2655 SEELY AVENUE, BUILDING 5 SAN JOSE CA 95134 0 0 1 0 No securities beneficially owned 0 D In connection with an Agreement and Plan of Merger, dated January 12, 2005, by and among Cadence, Acquisition and Verisity (the "Merger Agreement"), Cadence and Acquisition entered into Agreements on January 12, 2005 with each of Douglas Fairbairn, Tali Aben, Moshe Gavrielov, Yoav Hollander, Michael McNamara, R. Douglas Norby, Uzi Sasson, Zohar Zisapel, Charles Alvarez, Ziv Binyamini, Steve Glaser, David Larwood, Steven Wang and the Tamir Fishman Trust, successor to Ma'ahaz Ne'eman Ltd. (the "Agreements"). By virtue of the Agreements, Cadence and Acquisition may be deemed beneficial owners, pursuant to Section 13(d) of the Act, of ordinary shares of Verisity. Neither Cadence nor Acquisition has any pecuniary interest in such ordinary shares. The Agreements will terminate upon the earlier to occur of (a) the termination of the Merger Agreement in accordance with its terms, and (b) the effective time of the merger contemplated in the Merger Agreement. Cadence Design Systems, Inc. ("Cadence") and Scioto River Ltd., a wholly-owned subsidiary of Cadence ("Acquisition"), hereby state that this Initial Statement of Beneficial Ownership of Securities on Form 3 shall not be deemed an admission that either Cadence or Acquisition is, for purposes of Section 16 of Securities Exchange Act of 1934, as amended (the "Act") or otherwise, the beneficial owner of any equity securities of Verisity Ltd. ("Verisity"). /s/ R.L. Smith McKeithen, Senior Vice President, General Counsel and Secretary of Cadence Design Systems, Inc., Secretary of Scioto River Ltd. 2005-01-24 -----END PRIVACY-ENHANCED MESSAGE-----