Re: [CANSLIM] MDII

From: Spencer48@aol.com
Subject: Re: [CANSLIM] MDII
Date: Mon, 18 Mar 2002 11:52:44 EST
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Tom:

     I see a merger (that's expected to take place this spring), but no 
buyout (and as I understand the press release, infra, no money is changing 
hands-ie. it's going to be a merger, plain and simple.  I got this 
information from the AVNT website:  

"Synopsys and Avant! Receive FTC Request for Additional Information About 
Merger
MOUNTAIN VIEW, Calif., January 28, 2002-- Synopsys, Inc. (Nasdaq:SNPS) and 
Avant! Corporation (Nasdaq:AVNT), today announced that they have received 
from the Federal Trade Commission (FTC) a request for additional information 
and documentary material regarding their proposed merger. Synopsys and Avant! 
are continuing to work closely with the FTC staff and intend to provide the 
requested additional information and documentary material. As previously 
announced, the merger is expected to close some time between March to June of 
2002, pending expiration of the Hart-Scott-Rodino waiting period, the 
approval of both the Synopsys and Avant! shareholders and other customary 
closing conditions. 


Forward Looking Statements:

This press release contains forward-looking statements within the meaning of 
the safe harbor provisions of Section 21E of the Securities Exchange Act of 
1934, including statements regarding the expected date of closing the 
acquisition; future financial and operating results; and timing and benefits 
of the acquisition. These statements are based on Synopsys' and Avant!'s 
current expectations and beliefs. Actual results could differ materially from 
the results implied by these statements. Factors that may cause or contribute 
to such differences include the successful closing of the acquisition; 
changes in both companies' businesses during the period between now and the 
closing date; litigation relating to the transaction or the businesses, 
including the outcome of litigation between Avant! and Cadence Design 
Systems, Inc.; the successful integration of Avant! into Synopsys' business 
subsequent to the closing of the acquisition; timely development, production 
and acceptance of products and services contemplated by the merged company 
after completion of the proposed acquisition; increasing competition in the 
market for design implementation or design verification software; the ability 
to retain key management and technical personnel; adverse reactions to the 
proposed transaction by customers, suppliers and strategic partners and other 
risks described in Synopsys' report on Form 10-Q filed with the Securities 
and Exchange Commission (SEC) on September 18, 2001 (pp. 21-23), and on 
Avant!'s report on Form 10-Q filed with the Securities and Exchange 
Commission (SEC) on November 14, 2001 (pp. 21-27). Synopsys and Avant! are 
under no obligation to (and expressly disclaim any such obligation to) update 
or alter their forward-looking statements whether as a result of new 
information, future events or otherwise. 
Additional Information 
In connection with the proposed merger, Synopsys and Avant! filed with the 
Securities and Exchange Commission on December 21, 2001, a Registration 
Statement on Form S-4 that included a preliminary joint proxy statement of 
Synopsys and Avant! and a prospectus of Synopsys. INVESTORS AND SECURITY 
HOLDERS ARE URGED TO READ THE PRELIMINARY JOINT PROXY STATEMENT / PROSPECTUS 
REGARDING THE PROPOSED MERGER, WHICH IS AVAILABLE NOW, AND THE DEFINITIVE 
JOINT PROXY STATEMENT / PROSPECTUS REGARDING THE MERGER, WHEN IT BECOMES 
AVAILABLE, BECAUSE IT CONTAINS AND WILL CONTAIN IMPORTANT INFORMATION. 
Investors and security holders may obtain a free copy of the preliminary 
joint proxy statement / prospectus and the definitive joint proxy statement / 
prospectus (when available) and other related documents filed by Synopsys and 
Avant! with the SEC at the SEC's website at www.sec.gov. The definitive joint 
proxy statement / prospectus (when it is available) and the other documents 
may also be obtained for free by accessing Synopsys' website at 
www.synopsys.com or by directing a request by mail or telephone to 700 E. 
Middlefield Road, Mountain View, CA 94043, Attention: Company Secretary, 
(650) 584-5000, or by accessing Avant!'s website at www.avanticorp.com or by 
directing a request by mail or telephone to 4671 Bayside Parkway, Fremont, CA 
94538, Attention: Company Secretary, (510) 413-8000. 
Synopsys, Avant!, and their respective directors, executive officers and 
certain other members of management and employees may be soliciting proxies 
from their respective stockholders in favor of the merger. Information 
regarding the persons who may, under the rules of the SEC, be considered 
participants in the solicitation of the Synopsys stockholders, or the Avant! 
stockholders, as the case may be, in connection with the proposed merger, is 
set forth in the preliminary joint proxy statement / prospectus and will be 
set forth in the definitive joint proxy statement / prospectus when it is 
filed with the SEC. 

About Synopsys 
Synopsys, Inc. (Nasdaq:SNPS), headquartered in Mountain View, California, 
creates leading electronic design automation (EDA) tools for the global 
electronics market. The company delivers advanced design technologies and 
solutions to developers of complex integrated circuits, electronic systems 
and systems on a chip. Synopsys also provides consulting and support services 
to simplify the overall IC design process and accelerate time to market for 
its customers. Visit Synopsys at http://www.synopsys.com. 

About Avant! 
Avant! Corporation develops, markets, and supports integrated circuit (IC) 
design automation software solutions (from system definition to mask 
synthesis) for the rapid design of multimillion gate products including 
system on chip (SoC). These ICs power consumer electronics, Internet 
infrastructure, wireless, telecommunications, and automotive products. The 
Company is the leading provider of physical foundation IP libraries for IC 
design and provides a full suite of software for integrated circuit design, 
process simulation, device modeling, and mask synthesis 
Avant! is a global company with over 65 offices in 18 countries. Telephone: 
510-413-8000. Fax: 510-413-8080. Worldwide web: www.avanticorp.com. "

jans





In a message dated 3/18/2002 9:28:53 AM Eastern Standard Time, 
stkguru@bellsouth.net writes:

<< I see AVNT is already under a buyout offer as well, also at a substantial 
premium to its price at the time.
  >>

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