Synopsys to acquire graphics software maker Ansys in $35 billion tech deal

• Synopsys said it would acquire Ansys in a $35 billion cash-and-stock deal, combining two software firms.
• The deal is expected to close in the first half of 2025, pending regulatory and shareholder approval.

Semiconductor design and software firm Synopsys on Tuesday announced it would acquire Ansys, an engineering and product design software firm, in a cash-and-stock deal valued at approximately $35 billion.

The acquisition is one of the largest tech deals announced in recent years.

Synopsys will pay consideration of roughly $390 per share: $197 per share in cash and roughly one-third of a Synopsys share for each Ansys share. The deal is expected to close in the first half of 2025, pending regulatory and shareholder approval.

Synopsys shares were up 3% on Tuesday morning, after a 12% slump since The Wall Street Journal reported in December that the two companies were in advanced talks. Ansys shares slipped 5% but were up more than 14% in that same period since December.

Ansys shareholders will own 16.5% of Synopsys following the merger, Synopsys CEO Sassine Ghazi said during a conference call after the announcement. The deal will be partially funded by $16 billion of debt financing, Synopsys said in a release. The remaining $3 billion nonequity consideration will come from Synopsys' cash.

For the quarter ended Oct. 31, 2023, Synopsys reported cash and cash equivalents of $1.4 billion.

The deal will not immediately be accretive until at least a year after it closes, Synopsys CFO Shelagh Glaser said.

Ghazi suggested that Ansys CEO Ajei Gopal would play a continued role through the combination.

"This is the logical next step for our successful, seven-year partnership with Ansys and I look forward to working closely with Ajei and the talented Ansys team to realize the benefits of this combination for our customers, shareholders and employees," Ghazi said in a release.

Several deals have closed in recent months, including Microsoft's acquisition of Activision Blizzard and Broadcom's purchase of VMware. Cisco announced its $28 billion acquisition of Splunk in September, the company's largest-ever deal.

Evercore and Cleary Gottlieb Steen & Hamilton served as advisors to Synopsys. Qatalyst Partners, Skadden and Goodwin Procter advised Ansys.

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