WILSONVILLE, OR -- After months of speculation, noted investor and corporate raider Carl Icahn has made an offer for Mentor Graphics that values the company at roughly $1.9 billion.

Icahn's offer, valued at $17 a share, is roughly 24% higher than what the the stock was trading at two weeks ago, at which time Icahn issued a statement saying the company should be put up for sale.

Icahn either directly or indirectly owns 14.7% of the EDA and printed circuit board software development company, making him the largest shareholder. He and another large shareholder, Casablanca Capital, have been critical of management of late, with the latter specifically calling the company a "country club." Both shareholders were irate over Mentor's recent decision to move up its annual meeting, thus hampering the ability for the dissident shareholders to propose alternate directors for the company's board.

In a letter to Mentor's board (the full text of which is below), Icahn said he thinks other potential bidders might actually outbid him, and that he would not impede potential investors by insisting on a breakup fee:

"I hereby offer to have one or more of my affiliated entities purchase Mentor Graphics in a transaction, the form of which will be determined, designed to yield its shareholders $17 per share net in cash. That price represents an approximate premium of about 40% above the price at the beginning of January 2011. This offer is conditioned on completion of cursory due diligence, and the redemption and waiver of anti-takeover devices and laws such as the poison pill. There will be no financing conditions. Furthermore, we will not insist upon providing for a break-up fee in the transaction so as not to provide a roadblock to others who may want to consider bidding higher than our bid. As we have told you, we believe that there are potential strategic bidders for Mentor Graphics whose bid will reflect inherent synergies and should be superior to our $17 offer. However, in any event, we believe that our fellow shareholders should have the opportunity to accept our offer or a higher one, if one emerges as we think it will."

Mentor is scheduled to release its quarterly earnings on Feb. 24.

In summer 2008, Mentor rejected a $16 per share offer by rival Cadence.

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