Mentor Graphics Amends and Restates Shareholder Rights Plan

  Mentor Graphics Amends and Restates Shareholder Rights Plan

Business Wire

WILSONVILLE, Ore. -- July 1, 2013

Mentor Graphics Corporation (NASDAQ: MENT) today announced that it has entered
into a Second Amended and Restated Rights Agreement that amends its
shareholder rights plan to provide greater flexibility for shareholders and
extends the termination date to June 30, 2015.

The Second Amended and Restated Rights Agreement modifies the existing terms
of the rights agreement currently in place in the following ways: (i) the
ownership threshold for triggering the rights plan is increased for certain
types of “passive” investors from 15% of the Company’s common stock to 20%,
(ii) a qualifying offer provision is added, which requires the Board to call a
special meeting for a stockholder vote on a pending offer, provided the offer
meets certain qualifying criteria, (iii) the exercise price per right is
increased from $65 to $90, and (iv) the expiration date of the plan is
extended by 24 months from June 30, 2013 to June 30, 2015. The Second Amended
and Restated Rights Agreement was not adopted in response to any acquisition
proposal.

On July 1, 2013, the Company filed a Current Report on Form 8-K with the
Securities and Exchange Commission that provides summaries of the terms of the
Second Amended and Restated Rights Agreement and includes a copy of the Second
Amended and Restated Rights Agreement.

About Mentor Graphics

Mentor Graphics Corporation is a world leader in electronic hardware and
software design solutions, providing products, consulting services and
award-winning support for the world’s most successful electronic,
semiconductor and systems companies. Established in 1981, the company reported
revenues in the last fiscal year of about $1,090 million. Corporate
headquarters are located at 8005 S.W. Boeckman Road, Wilsonville, Oregon
97070-7777. World Wide Web site: http://www.mentor.com/.

(Mentor Graphics is a registered trademark of Mentor Graphics Corporation. All
other company or product names are the registered trademarks or trademarks of
their respective owner.)

Contact:

Mentor Graphics
Joe Reinhart, 503-685-1462
joe_reinhart@mentor.com
 
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