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Casablanca Capital Nominates Three Directors for Election to Mentor Graphics Board

^{Published on 2011-02-14 05:35:17 - Market Wire}
 

NEW YORK--([ BUSINESS WIRE ])--Casablanca Capital LLC (aCasablancaa) today announced that it has notified Mentor Graphics Corporation (NASDAQ: MENT) of its intention to nominate a slate of three highly qualified individuals with extensive finance, investment and technology experience for election to Mentora™s Board of Directors at the Companya™s 2011 Annual Meeting of Shareholders to be held on May 12, 2011. The nominees are Donald Drapkin, Arthur Becker and Michael Barr.

"The Mentor Boarda™s manipulation of the timing and disclosure of Mentora™s annual meeting is an entrenchment mechanism hostile to shareholders and has left us no choice but to nominate directors to the Board who we know will act in the best interests of all shareholders"

aThe Mentor Boarda™s manipulation of the timing and disclosure of Mentora™s annual meeting is an entrenchment mechanism hostile to shareholders and has left us no choice but to nominate directors to the Board who we know will act in the best interests of all shareholders,a said Douglas Taylor, Chief Executive Officer of Casablanca Capital. aThe companya™s questionable corporate governance and inefficient business practices and operations have reduced shareholder confidence in the management and the Board and have eroded shareholder value. We believe the Board, whose current directors have an average tenure of more than 11 years, needs new directors with the experience and capabilities to oversee positive changes at the company and who will engage in open and constructive dialogue with shareholders. Our highly qualified nominees will work on behalf of all shareholders to improve profitability and enhance shareholder value.a

Director Nominee Biographies

Donald Drapkin: Mr. Drapkin has been a principal of Casablanca Special Opportunities Fund I, LLC and a member of the management committee and Chairman of Casablanca Capital LLC since April 2010. Mr. Drapkin was Vice Chairman of Lazard International and Chairman of Lazarda™s Investment Committee from May 2007 until April 2010. He previously spent 20 years as Vice Chairman of the Board of MacAndrews & Forbes Holdings and various of its affiliates. Earlier in his career, Mr. Drapkin was a partner at Skadden, Arps, Slate, Meagher & Flom LLP. Over the course of his 40-year career, Mr. Drapkin has been an advisor and a principal in numerous significant securities transactions and business combinations. He has also served as a Director of a number of public companies, including Playboy Enterprises and Revlon, Inc. He currently serves on the Board of Trustees of Brandeis University and the Board of Directors of the Lincoln Center Theater, and is a member of the Deana™s Council of Columbia Law School.

Arthur Becker: Mr. Becker has served as a director since 2002 of NaviSite, Inc., a provider of information technology hosting, outsourcing and professional services. He was Chief Executive Officer of NaviSite from 2003 until 2010. In addition, since 1999, Mr. Becker has been the managing member of Madison Technologies LLC, an investment fund focused on technology and telecommunications companies, and since 2010 has also been operating partner of Madison Partners, LLC, an advisory services firm.

Michael Barr: Mr. Barr is an entrepreneur with extensive investment banking experience. He is currently Chief Executive Officer of 2KDirect, Inc., a start-up company that has built an automated platform to streamline online display advertising in scale under the name iPromote.com, since 2007. From 2003 to 2007, Mr. Barr was a Managing Director specializing in Mergers and Acquisitions in the technology, consumer and industrial sectors at Rothschild, Inc., the North American investment banking business of N.M. Rothschild & Sons Ltd. From 2000 to 2002, he was a Managing Director in Mergers and Acquisitions at Robertson Stephens, Inc., a leading technology-focused investment bank owned by FleetBoston Financial, Inc. From 1998 to 2000, he was a Managing Director in technology Mergers and Acquisitions at CIBC World Markets, Inc., the U.S. subsidiary of the Canadian Imperial Bank of Commerce.

Casablanca Capital LLC is a research driven investment manager which, on behalf of its affiliated funds, managed accounts, certain investment advisory clients and funds under common control with Donald Drapkin beneficially own more than 6 million Mentor Graphics common shares, or approximately 5.5% of the outstanding shares.

ALL SHAREHOLDERS OF MENTOR GRAPHICS CORPORATION ARE ADVISED TO READ THE DEFINITIVE PROXY STATEMENT AND OTHER DOCUMENTS RELATED TO THE SOLICITATION OF PROXIES BY CASABLANCA SPECIAL OPPORTUNITIES FUND I, LLC, CASABLANCA CAPITAL I LLC, CASABLANCA CAPITAL LLC, DONALD G. DRAPKIN, DOUGLAS TAYLOR, FRANCISCO D'AGOSTINO, ELEMENT MULTI STRATEGY FUND LTD., ELEMENT CAPITAL ADVISORS LTD., HER MAJESTY THE QUEEN IN RIGHT OF THE PROVINCE OF ALBERTA AS REPRESENTED BY ALBERTA INVESTMENT MANAGEMENT CORPORATION, ARTHUR BECKER AND MICHAEL BARR (COLLECTIVELY, THE aPARTICIPANTSa) FROM THE SHAREHOLDERS OF MENTOR GRAPHICS CORPORATION FOR USE AT THE 2011 ANNUAL MEETING OF SHAREHOLDERS OF MENTOR GRAPHICS CORPORATION WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. WHEN COMPLETED, THE DEFINITIVE PROXY STATEMENT AND FORM OF PROXY WILL BE MAILED TO SHAREHOLDERS OF MENTOR GRAPHICS CORPORATION AND WILL, ALONG WITH OTHER RELEVANT DOCUMENTS, BE AVAILABLE AT NO CHARGE ON THE SECa™S WEB SITE AT [ HTTP://WWW.SEC.GOV ]. IN ADDITION, THE PARTICIPANTS IN THE PROXY SOLICITATION WILL PROVIDE COPIES OF THE DEFINITIVE PROXY STATEMENT WITHOUT CHARGE UPON REQUEST.

INFORMATION ABOUT THE PARTICIPANTS AND A DESCRIPTION OF THEIR DIRECT OR INDIRECT INTERESTS BY SECURITY HOLDINGS IS CONTAINED IN EXHIBIT 2 TO THE SCHEDULE 14A FILED BY THE PARTICIPANTS WITH THE SEC ON FEBRUARY 8, 2011 AND EXHIBIT 2 TO THE SCHEDULE 14A FILED WITH THE SEC BY THE PARTICIPANTS ON FEBRUARY 14, 2011. THESE DOCUMENTS CAN BE OBTAINED FREE OF CHARGE FROM THE SOURCES INDICATED ABOVE.