Synopsys to acquire Ansys for cash and stock in $35B deal

Synopsys (SNPS) and Ansys (ANSS) announced that they have entered into a definitive agreement under which Synopsys will acquire Ansys. Under the terms of the agreement, Ansys shareholders will receive $197.00 in cash and 0.3450 shares of Synopsys common stock for each Ansys share, representing an enterprise value of approximately $35B based on the closing price of Synopsys common stock on December 21, 20233. Bringing together Synopsys’ pioneering semiconductor electronic design automation with Ansys’ broad simulation and analysis portfolio will create a leader in silicon to systems design solutions. The implied per share consideration of $390.19, based on the closing price of Synopsys common stock of $559.96 as of December 21, 2023, represents a premium of approximately 29% over Ansys’ closing stock price on December 21, 20235 and a premium of approximately 35% to Ansys’ 60-day volume-weighted average price for the period ending on the same date. Under the terms of the agreement, Ansys shareholders are expected to own approximately 16.5% of the combined company on a pro forma basis. Synopsys intends to fund the $19B of cash consideration through a combination of its cash on hand and debt financing. Synopsys has obtained $16B of fully committed debt financing. The transaction is anticipated to close in the first half of 2025, subject to approval by Ansys shareholders, the receipt of required regulatory approvals and other customary closing conditions.