Davis Polk & Wardwell LLP advised Credit Suisse Securities (USA) LLC as the exclusive dealer manager in connection with an exchange offer by Magma Design Automation, Inc. to exchange up to $49,939,000 aggregate principal amount of its 6% convertible senior notes, due 2014 for any and all of the $49,939,000 aggregate principal amount of its currently outstanding 2% convertible senior notes due May 15, 2010.

Based in San Jose, California, Magma Design Automation, Inc. provides electronic design automation software products and related services. Its software enables chip designers to reduce the time it takes to design and produce complex integrated circuits used in the communications, computing, consumer electronics, networking and semiconductor industries.

The Davis Polk corporate team included partner Alan F. Denenberg and associates Robert J. Maynes, Sarvenaz Madi and Shan Jiang. Partner Rachel D. Kleinberg and associate M. Ryan LaRosa provided tax advice. Counsel Marcie A. Goldstein of the New York office provided FINRA advice. Jessica L. Talbot was the legal assistant for the transaction. Except as indicated above, all members of the Davis Polk team are based in the Menlo Park office.