Next Steps
As is typical with transactions of this nature, our proposed combination is subject to regulatory review in several jurisdictions before it can be completed
and we can officially become one organization. We expect the close to occur in the first half of 2025. Until that time, we will continue to operate as independent companies, so it remains business as usual. As I wrote in my note at the beginning of
the year, we have high expectations for 2024. We need to keep focused on delivering value to our customers, on driving innovation into our product portfolio, and on transforming the way we work so we can continue growing our business.
I know you have many questions now and will likely have more in the days and weeks ahead. We have prepared an FAQ to answer your initial questions. In
addition, Synopsys President and CEO Sassine Ghazi will be my guest at our sales conference, where we will discuss todays news in more detail.
Ansys
and Synopsys have highly complementary technologies, and our go-to-market motion is varied thanks to the nature of our differing customer bases. As we have learned
during our long-time partnership, Synopsys has a world-class team and its culture is vibrant and customer-focused, just like ours. Given the highly complementary nature and the significant business expansion opportunities, a larger combined company
should deliver additional opportunities for you to grow your career.
As always, thank you for all that you do to make Ansys and our customers successful.
Both Ansys and Synopsys are great companies. Together, we will be even better for our customers and the entire industry.
Ajei
Ansys Cautionary Statement Regarding Forward-Looking Statements
This document contains forward-looking statements within the meaning of the federal securities laws, including Section 27A of the U.S.
Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on Ansys current expectations, estimates and projections about the expected date of closing
of the proposed transaction and the potential benefits thereof, its business and industry, managements beliefs and certain assumptions made by Ansys and Synopsys, all of which are subject to change. In this context, forward-looking statements
often address expected future business and financial performance and financial condition, and often contain words such as expect, anticipate, intend, plan, believe, could,
seek, see, will, may, would, might, potentially, estimate, continue, expect, target, similar expressions or the
negatives of these words or other comparable terminology that convey uncertainty of future events or outcomes. Examples of such forward-looking statements include, but are not limited to, statements regarding our preliminary results, expected ACV,
recurring ACV, ACV growth and additional 2023 guidance which are subject to change through our audit and customary year-end close and review process. All forward-looking statements by their nature address
matters that involve risks and uncertainties, many of which are beyond our control, and are not guarantees of future results, such as statements about the consummation of the proposed transaction and the anticipated benefits thereof. These and other
forward-looking statements, including the failure to consummate the proposed transaction or to make or take any filing or other action required to consummate the transaction on a timely matter or at all, are not guarantees of future results and are
subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements. Accordingly, there are or will be important factors that could cause actual results to
differ materially from those indicated in such statements and, therefore, you should not place undue reliance on any such statements and caution must be exercised in relying on forward-looking statements. Important risk factors that may cause such a
difference include, but are not limited to: (i) the completion of the proposed transaction on anticipated terms and timing, including obtaining shareholder and regulatory approvals, anticipated tax treatment, unforeseen liabilities, future
capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, future prospects, business and management strategies for the management, expansion and growth of Ansys and
Synopsys businesses and other conditions to the completion of the transaction; (ii) failure to realize the anticipated benefits of the proposed transaction, including as a result of delay in completing the transaction or integrating the
businesses of Ansys and Synopsys; (iii) Ansys ability to implement its business strategy; (iv) pricing trends, including Ansys and Synopsys ability to achieve economies of scale; (v) potential litigation relating to
the proposed transaction that could be instituted against