Synopsys to Acquire ANSYS in Landmark $35B Merger Deal – What It Means for Tech & Simulation

In a game-changing move that’s set to shake up the world of simulation and chip design, Synopsys Inc. has announced a definitive agreement to acquire ANSYS Inc. in a cash-and-stock deal valued at approximately $35 billion. This merger is more than just a big number—it’s about creating a powerhouse that brings together cutting-edge semiconductor design with world-class multiphysics simulation, wrapped in a future-forward AI vision.

Let’s break down the what, why, and what’s next of this historic merger.

Quick Recap of the Deal

Date Signed: January 15, 2024
Deal Type: Cash and stock transaction
Merger Value: ~$35 billion
Exchange Terms:
- $197.00 in cash per share of ANSYS stock
- 0.3450 shares of Synopsys common stock per ANSYS share
Expected Closing: First half of 2025
Result: ANSYS will become a wholly owned subsidiary of Synopsys

Fixed Exchange Ratio:

The exchange ratio is locked at 0.3450—meaning it won’t fluctuate even if stock prices do. But if the total Synopsys shares issued go beyond 19.9999% of their current count, the exchange ratio will be reduced, and the cash portion increased to balance it out.

Strategic Rationale: Why This Merger Matters

So, what’s the big picture here?

Silicon to Systems Vision

This merger is about much more than combining portfolios. It's a vision to fuse electronics and physics, covering everything from chip design to system-level simulation.

AI-Driven Innovation

The integration of Synopsys’ AI-powered electronic design automation (EDA) tools with ANSYS’ simulation software brings new opportunities for faster, smarter design cycles.

Expanding Markets

Together, Synopsys and ANSYS can unlock new verticals—think automotive, aerospace, industrial, and high-performance computing. They’ll be able to provide a full-stack design and analysis platform from chip to product.

Customer Synergy

Customers increasingly demand cross-domain solutions—this merger answers that need. It's a win-win for engineers who juggle electronics, heat, materials, and performance all at once.

What’s in It for Shareholders?

If you’re holding ANSYS stock, here’s what the merger means for your wallet:

You’ll receive $197.00 in cash + 0.3450 shares of Synopsys.
Based on Synopsys' stock price on April 9, 2024 ($568.99), that’s about $393.30 in total value per ANSYS share.
Post-merger, ANSYS shareholders will own about 16.5% of the combined company.

And no need to worry about fractional shares—those will be paid out in cash.

Mark Your Calendars: Shareholder Meeting Details

Meeting Date: May 22, 2024
Location: Virtual — www.virtualshareholdermeeting.com/ANSS2024SM
Time: 11:00 AM Eastern Time
Proposals Up for Vote:
1. Adoption of the merger agreement
2. Advisory vote on compensation for ANSYS executives
3. Potential adjournment of the meeting if more time is needed

Pro tip: Not voting is effectively the same as voting “No.” So if you're a shareholder, don’t skip out.

What Could Stop This?

Several conditions have to be met before the merger can be finalized:

Regulatory approvals (U.S. SEC, foreign antitrust bodies)
ANSYS shareholder approval
Listing of new Synopsys shares on NASDAQ
No outstanding injunctions or legal blocks
Successful debt financing (Synopsys secured commitments in Jan & Feb 2024)

So far, there’s no major red flag—but any delays in antitrust clearance could push the timeline.

Executive Moves & Board Changes

Ajei Gopal, President and CEO of ANSYS, is set to join the Synopsys Board after the deal closes.
Another board member from ANSYS will also join—though that second name hasn't been disclosed yet.

This move ensures continuity and keeps ANSYS’ strategic vision alive within the larger Synopsys ecosystem.

What Happens to Employees and Equity?

Employee options and RSUs will be either cashed out or converted into Synopsys equity.
In-the-money options get paid out.
Out-of-the-money options get canceled with no payout.
Unvested RSUs convert to Synopsys RSUs with adjusted vesting schedules.

For performance-based RSUs (PSUs), payouts are based on actual or target achievement before the merger closes.

What About Risks?

Like any major merger, this one comes with caveats:

Stock Volatility: Changes in Synopsys’ stock price could affect perceived deal value.
Integration Complexity: Merging two tech giants’ cultures and platforms isn’t a walk in the park.
Regulatory Hurdles: Cross-border antitrust laws may require concessions or adjustments.
Customer Retention: Will clients stick with the new entity or explore other options?

The “Risk Factors” section in the proxy statement digs into all this. Definitely worth a read if you’re invested (literally or figuratively).

Final Thoughts

The Synopsys-ANSYS merger isn’t just another headline—it’s a monumental shift that could redefine how engineers, designers, and innovators tackle the world’s toughest tech challenges. With AI, simulation, and silicon coming together under one roof, the future looks incredibly promising.

But as with all mergers, execution is everything. Will they pull it off? Time will tell—but for now, this is one story the entire tech world will be watching closely.

Additional Resources

Frequently Asked Questions

Will ANSYS still exist after the merger?

Technically no. ANSYS will become a wholly owned subsidiary of Synopsys, and its stock will be delisted from NASDAQ.

Is this a good deal for ANSYS shareholders?

With a ~$393.30 value per share, it's a premium over the pre-announcement stock price—plus exposure to Synopsys' future growth.

What’s the future of ANSYS products?

Synopsys plans to integrate, not eliminate. ANSYS tools will likely become part of a broader suite, possibly with new AI capabilities.

How do I vote on the merger?

You can vote online, by phone, or by returning the mailed proxy card. Instructions are in your shareholder packet.

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