ANSYS, Inc. (NASDAQ: ANSS), today reported first quarter 2024
revenue of $466.6 million, a decrease of 8% in reported and
constant currency, when compared to the first quarter of 2023. For
the first quarter of 2024, the Company reported diluted earnings
per share of $0.40 and $1.39 on a GAAP and non-GAAP basis,
respectively, compared to $1.15 and $1.85 on a GAAP and non-GAAP
basis, respectively, for the first quarter of 2023. Additionally,
the Company reported first quarter ACV growth of 2% in reported
currency or 3% in constant currency, when compared to the first
quarter of 2023.
For 2024, quarterly ACV and revenue growth rates
will be variable across the quarters and are affected by the
performance comparisons to 2023. As discussed in the Q4 2023 press
release, we expected that Q1 2024 ACV and revenue results would be
the lowest amongst the 2024 quarters. Our actual results for the
first quarter met our expectations. We continue to expect
double-digit ACV and revenue growth in the remaining quarters of
the year, and expect FY 2024 ACV to grow double-digit.
On January 15, 2024, the Company entered into a
definitive agreement with Synopsys, Inc. (Synopsys) under which
Synopsys will acquire Ansys. 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. As previously announced, in
light of the pending transaction with Synopsys, Ansys has suspended
quarterly earnings conference calls and no longer provides
quarterly or annual guidance.
The non-GAAP financial results highlighted
represent non-GAAP financial measures. Reconciliations of these
measures to the comparable GAAP measures for the three months ended
March 31, 2024 and 2023 can be found later in this
release.
/ Summary of
Financial Results
Ansys’ first quarter 2024 and 2023 financial
results are presented below. The 2024 and 2023 non-GAAP results
exclude the income statement effects of stock-based compensation,
excess payroll taxes related to stock-based compensation,
amortization of acquired intangible assets, expenses related to
business combinations and adjustments for the income tax effect of
the excluded items.
Our results are as follows:
|
GAAP |
(in thousands, except per share data and
percentages) |
Q1 2024 |
|
Q1 2023 |
|
% Change |
Revenue |
$ |
466,605 |
|
|
$ |
509,447 |
|
|
(8.4)% |
Net
income |
$ |
34,778 |
|
|
$ |
100,622 |
|
|
(65.4)% |
Diluted
earnings per share |
$ |
0.40 |
|
|
$ |
1.15 |
|
|
(65.2)% |
Gross
margin |
|
85.3 |
% |
|
|
86.7 |
% |
|
|
Operating
profit margin |
|
9.3 |
% |
|
|
25.1 |
% |
|
|
Effective tax rate |
|
15.1 |
% |
|
|
16.7 |
% |
|
|
|
Non-GAAP |
(in thousands, except per share data and
percentages) |
Q1 2024 |
|
Q1 2023 |
|
% Change |
Net income |
$ |
121,996 |
|
|
$ |
161,763 |
|
|
(24.6)% |
Diluted
earnings per share |
$ |
1.39 |
|
|
$ |
1.85 |
|
|
(24.9)% |
Gross
margin |
|
90.9 |
% |
|
|
91.2 |
% |
|
|
Operating
profit margin |
|
32.2 |
% |
|
|
39.8 |
% |
|
|
Effective tax rate |
|
17.5 |
% |
|
|
17.5 |
% |
|
|
|
Other Metrics |
(in thousands, except percentages) |
Q1 2024 |
|
Q1 2023 |
|
% Change |
ACV |
$ |
407,405 |
|
$ |
399,407 |
|
2.0 |
% |
Operating
cash flows |
$ |
282,817 |
|
$ |
260,766 |
|
8.5 |
% |
Unlevered operating cash flows |
$ |
292,667 |
|
$ |
269,516 |
|
8.6 |
% |
Supplemental Financial Information |
/ Annual Contract
Value
(in thousands, except percentages) |
Q1 2024 |
|
Q1 2024 in Constant Currency |
|
Q1 2023 |
|
% Change |
|
% Change in Constant Currency |
ACV |
$ |
407,405 |
|
$ |
410,433 |
|
$ |
399,407 |
|
2.0 |
% |
|
2.8 |
% |
Recurring ACV includes both subscription lease ACV and all
maintenance ACV (including maintenance from perpetual licenses). It
excludes perpetual license ACV and service ACV.
/ Revenue
(in thousands, except percentages) |
Q1 2024 |
|
Q1 2024 in Constant Currency |
|
Q1 2023 |
|
% Change |
|
% Change in Constant Currency |
Revenue |
$ |
466,605 |
|
$ |
470,508 |
|
$ |
509,447 |
|
(8.4)% |
|
(7.6)% |
(in thousands, except percentages) |
Q1 2024 |
|
% of Total |
|
Q1 2023 |
|
% of Total |
|
% Change |
|
% Change in Constant Currency |
Subscription Lease |
$ |
94,800 |
|
20.3 |
% |
|
$ |
147,922 |
|
29.0 |
% |
|
(35.9)% |
|
(35.5)% |
Perpetual |
|
65,521 |
|
14.0 |
% |
|
|
71,230 |
|
14.0 |
% |
|
(8.0)% |
|
(7.7)% |
Maintenance1 |
|
289,340 |
|
62.0 |
% |
|
|
268,593 |
|
52.7 |
% |
|
7.7 |
% |
|
8.8 |
% |
Service |
|
16,944 |
|
3.6 |
% |
|
|
21,702 |
|
4.3 |
% |
|
(21.9)% |
|
(21.3)% |
Total |
$ |
466,605 |
|
|
|
$ |
509,447 |
|
|
|
(8.4)% |
|
(7.6)% |
1Maintenance revenue is inclusive of both maintenance associated
with perpetual licenses and the maintenance component of
subscription leases.
(in thousands, except percentages) |
Q1 2024 |
|
% of Total |
|
Q1 2023 |
|
% of Total |
|
% Change |
|
% Change in Constant Currency |
Americas |
$ |
208,697 |
|
44.7 |
% |
|
$ |
256,915 |
|
50.4 |
% |
|
(18.8)% |
|
(18.8)% |
|
|
|
|
|
|
|
|
|
|
|
|
Germany |
|
36,198 |
|
7.8 |
% |
|
|
38,674 |
|
7.6 |
% |
|
(6.4)% |
|
(7.6)% |
Other
EMEA |
|
82,417 |
|
17.7 |
% |
|
|
82,404 |
|
16.2 |
% |
|
— |
% |
|
(1.5)% |
EMEA |
|
118,615 |
|
25.4 |
% |
|
|
121,078 |
|
23.8 |
% |
|
(2.0)% |
|
(3.4)% |
|
|
|
|
|
|
|
|
|
|
|
|
Japan |
|
36,532 |
|
7.8 |
% |
|
|
38,086 |
|
7.5 |
% |
|
(4.1)% |
|
7.1 |
% |
Other Asia-Pacific |
|
102,761 |
|
22.0 |
% |
|
|
93,368 |
|
18.3 |
% |
|
10.1 |
% |
|
11.5 |
% |
Asia-Pacific |
|
139,293 |
|
29.9 |
% |
|
|
131,454 |
|
25.8 |
% |
|
6.0 |
% |
|
10.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
Total |
$ |
466,605 |
|
|
|
$ |
509,447 |
|
|
|
(8.4)% |
|
(7.6)% |
|
Q1 2024 |
|
Q1 2023 |
Direct revenue, as a percentage of total revenue |
66.5 |
% |
|
76.3 |
% |
Indirect revenue, as a percentage of total revenue |
33.5 |
% |
|
23.7 |
% |
/ Deferred Revenue and
Backlog
(in thousands) |
March 31, 2024 |
|
December 31, 2023 |
|
March 31, 2023 |
Current Deferred Revenue |
$ |
433,167 |
|
$ |
457,514 |
|
$ |
396,331 |
Current
Backlog |
|
433,106 |
|
|
439,879 |
|
|
428,913 |
Total Current Deferred Revenue and Backlog |
|
866,273 |
|
|
897,393 |
|
|
825,244 |
|
|
|
|
|
|
Long-Term
Deferred Revenue |
|
21,434 |
|
|
22,240 |
|
|
20,738 |
Long-Term
Backlog |
|
481,746 |
|
|
552,951 |
|
|
511,502 |
Total Long-Term Deferred Revenue and Backlog |
|
503,180 |
|
|
575,191 |
|
|
532,240 |
|
|
|
|
|
|
Total Deferred Revenue and Backlog |
$ |
1,369,453 |
|
$ |
1,472,584 |
|
$ |
1,357,484 |
/ Currency
The first quarter of 2024 revenue, operating
income, ACV and deferred revenue and backlog, as compared to the
first quarter of 2023, were impacted by fluctuations in the
exchange rates of foreign currencies against the U.S. Dollar. The
currency fluctuation impacts on revenue, GAAP and non-GAAP
operating income, ACV, and deferred revenue and backlog based on
2023 exchange rates are reflected in the tables below. Amounts in
brackets indicate an adverse impact from currency fluctuations.
(in thousands) |
Q1 2024 |
Revenue |
$ |
(3,903 |
) |
GAAP
operating income |
$ |
(3,398 |
) |
Non-GAAP
operating income |
$ |
(3,178 |
) |
ACV |
$ |
(3,028 |
) |
Deferred revenue and backlog |
$ |
(19,615 |
) |
The most meaningful currency impacts are typically attributable
to U.S. Dollar exchange rate changes against the Euro and
Japanese Yen. Historical exchange rates are reflected in the charts
below.
|
Period-End Exchange Rates |
As of |
EUR/USD |
|
USD/JPY |
March 31, 2024 |
1.08 |
|
151 |
December 31, 2023 |
1.10 |
|
141 |
March 31, 2023 |
1.08 |
|
133 |
|
Average Exchange Rates |
Three Months Ended |
EUR/USD |
|
USD/JPY |
March 31, 2024 |
1.09 |
|
148 |
March 31, 2023 |
1.07 |
|
132 |
/ GAAP Financial
Statements
ANSYS, INC. AND SUBSIDIARIES |
Condensed Consolidated Balance Sheets |
(Unaudited) |
(in thousands) |
March 31, 2024 |
|
December 31, 2023 |
ASSETS: |
|
|
|
Cash & short-term investments |
$ |
1,070,609 |
|
$ |
860,390 |
Accounts receivable, net |
|
650,044 |
|
|
864,526 |
Goodwill |
|
3,797,859 |
|
|
3,805,874 |
Other intangibles, net |
|
806,375 |
|
|
835,417 |
Other assets |
|
825,527 |
|
|
956,668 |
Total assets |
$ |
7,150,414 |
|
$ |
7,322,875 |
LIABILITIES & STOCKHOLDERS’ EQUITY: |
|
|
|
Current deferred revenue |
$ |
433,167 |
|
$ |
457,514 |
Long-term debt |
|
753,970 |
|
|
753,891 |
Other liabilities |
|
553,634 |
|
|
721,106 |
Stockholders’ equity |
|
5,409,643 |
|
|
5,390,364 |
Total liabilities & stockholders’ equity |
$ |
7,150,414 |
|
$ |
7,322,875 |
ANSYS, INC. AND SUBSIDIARIES |
Condensed Consolidated Statements of Income |
(Unaudited) |
|
|
Three Months Ended |
(in thousands, except per share data) |
|
March 31,2024 |
|
March 31,2023 |
Revenue: |
|
|
|
|
Software licenses |
|
$ |
160,321 |
|
|
$ |
219,152 |
|
Maintenance and service |
|
|
306,284 |
|
|
|
290,295 |
|
Total revenue |
|
|
466,605 |
|
|
|
509,447 |
|
Cost of sales: |
|
|
|
|
Software licenses |
|
|
10,044 |
|
|
|
11,744 |
|
Amortization |
|
|
22,484 |
|
|
|
19,618 |
|
Maintenance and service |
|
|
36,139 |
|
|
|
36,290 |
|
Total cost of sales |
|
|
68,667 |
|
|
|
67,652 |
|
Gross profit |
|
|
397,938 |
|
|
|
441,795 |
|
Operating expenses: |
|
|
|
|
Selling, general and administrative |
|
|
219,643 |
|
|
|
188,584 |
|
Research and development |
|
|
128,811 |
|
|
|
120,335 |
|
Amortization |
|
|
6,145 |
|
|
|
5,181 |
|
Total operating expenses |
|
|
354,599 |
|
|
|
314,100 |
|
Operating income |
|
|
43,339 |
|
|
|
127,695 |
|
Interest income |
|
|
10,995 |
|
|
|
4,078 |
|
Interest expense |
|
|
(12,369 |
) |
|
|
(10,758 |
) |
Other expense, net |
|
|
(1,007 |
) |
|
|
(177 |
) |
Income before income tax provision |
|
|
40,958 |
|
|
|
120,838 |
|
Income tax provision |
|
|
6,180 |
|
|
|
20,216 |
|
Net income |
|
$ |
34,778 |
|
|
$ |
100,622 |
|
Earnings per share – basic: |
|
|
|
|
Earnings per share |
|
$ |
0.40 |
|
|
$ |
1.16 |
|
Weighted average shares |
|
|
87,067 |
|
|
|
86,930 |
|
Earnings per share – diluted: |
|
|
|
|
Earnings per share |
|
$ |
0.40 |
|
|
$ |
1.15 |
|
Weighted average shares |
|
|
87,780 |
|
|
|
87,431 |
|
/ Glossary of Terms
Annual Contract Value (ACV): ACV is a key
performance metric and is useful to investors in assessing the
strength and trajectory of our business. ACV is a supplemental
metric to help evaluate the annual performance of the business.
Over the life of the contract, ACV equals the total value realized
from a customer. ACV is not impacted by the timing of license
revenue recognition. ACV is used by management in financial and
operational decision-making and in setting sales targets used for
compensation. ACV is not a replacement for, and should be viewed
independently of, GAAP revenue and deferred revenue as ACV is a
performance metric and is not intended to be combined with any of
these items. There is no GAAP measure comparable to ACV. ACV is
composed of the following:
- the annualized value of maintenance
and subscription lease contracts with start dates or anniversary
dates during the period, plus
- the value of perpetual license
contracts with start dates during the period, plus
- the annualized value of fixed-term
services contracts with start dates or anniversary dates during the
period, plus
- the value of work performed during
the period on fixed-deliverable services contracts.
When we refer to the anniversary dates in the
definition of ACV above, we are referencing the date of the
beginning of the next twelve-month period in a contractually
committed multi-year contract. If a contract is three years in
duration, with a start date of July 1, 2024, the anniversary dates
would be July 1, 2025 and July 1, 2026. We label these anniversary
dates as they are contractually committed. While this contract
would be up for renewal on July 1, 2027, our ACV performance metric
does not assume any contract renewals.
Example 1: For purposes of calculating ACV, a
$100,000 subscription lease contract or a $100,000 maintenance
contract with a term of July 1, 2024 – June 30, 2025, would each
contribute $100,000 to ACV for fiscal year 2024 with no
contribution to ACV for fiscal year 2025.
Example 2: For purposes of calculating ACV, a
$300,000 subscription lease contract or a $300,000 maintenance
contract with a term of July 1, 2024 – June 30, 2027, would each
contribute $100,000 to ACV in each of fiscal years 2024, 2025 and
2026. There would be no contribution to ACV for fiscal year 2027 as
each period captures the full annual value upon the anniversary
date.
Example 3: A perpetual license valued at
$200,000 with a contract start date of March 1, 2024 would
contribute $200,000 to ACV in fiscal year 2024.
Backlog: Deferred revenue associated with
installment billings for periods beyond the current quarterly
billing cycle and committed contracts with start dates beyond the
end of the current period.
Deferred Revenue: Billings made or payments
received in advance of revenue recognition.
Subscription Lease or Time-Based License: A
license of a stated product of our software that is granted to a
customer for use over a specified time period, which can be months
or years in length. In addition to the use of the software, the
customer is provided with access to maintenance (unspecified
version upgrades and technical support) without additional charge.
The revenue related to these contracts is recognized ratably over
the contract period for the maintenance portion and up front for
the license portion.
Perpetual / Paid-Up License: A license of a
stated product and version of our software that is granted to a
customer for use in perpetuity. The revenue related to this type of
license is recognized up front.
Maintenance: A contract, typically one year in
duration, that is purchased by the owner of a perpetual license and
that provides access to unspecified version upgrades and technical
support during the duration of the contract. The revenue from these
contracts is recognized ratably over the contract period.
/ Reconciliations of
GAAP to Non-GAAP Measures (Unaudited)
|
Three Months Ended |
|
March 31, 2024 |
(in thousands, except percentages and per share
data) |
Gross Profit |
|
% of Revenue |
|
Operating Income |
|
% of Revenue |
|
Net Income |
|
EPS - Diluted1 |
Total GAAP |
$ |
397,938 |
|
85.3 |
% |
|
$ |
43,339 |
|
9.3 |
% |
|
$ |
34,778 |
|
|
$ |
0.40 |
|
Stock-based compensation expense |
|
3,343 |
|
0.7 |
% |
|
|
58,664 |
|
12.7 |
% |
|
|
58,664 |
|
|
|
0.66 |
|
Excess payroll taxes related to stock-based awards |
|
378 |
|
0.1 |
% |
|
|
5,362 |
|
1.1 |
% |
|
|
5,362 |
|
|
|
0.06 |
|
Amortization of intangible assets from acquisitions |
|
22,484 |
|
4.8 |
% |
|
|
28,629 |
|
6.1 |
% |
|
|
28,629 |
|
|
|
0.33 |
|
Expenses related to business combinations |
|
— |
|
— |
% |
|
|
14,261 |
|
3.0 |
% |
|
|
14,261 |
|
|
|
0.16 |
|
Adjustment for income tax effect |
|
— |
|
— |
% |
|
|
— |
|
— |
% |
|
|
(19,698 |
) |
|
|
(0.22 |
) |
Total non-GAAP |
$ |
424,143 |
|
90.9 |
% |
|
$ |
150,255 |
|
32.2 |
% |
|
$ |
121,996 |
|
|
$ |
1.39 |
|
1 Diluted weighted average shares were 87,780.
|
Three Months Ended |
|
March 31, 2023 |
(in thousands, except percentages and per share
data) |
Gross Profit |
|
% of Revenue |
|
Operating Income |
|
% of Revenue |
|
Net Income |
|
EPS - Diluted1 |
Total GAAP |
$ |
441,795 |
|
86.7 |
% |
|
$ |
127,695 |
|
25.1 |
% |
|
$ |
100,622 |
|
|
$ |
1.15 |
|
Stock-based compensation expense |
|
2,878 |
|
0.6 |
% |
|
|
44,171 |
|
8.7 |
% |
|
|
44,171 |
|
|
|
0.50 |
|
Excess payroll taxes related to stock-based awards |
|
284 |
|
0.1 |
% |
|
|
4,076 |
|
0.8 |
% |
|
|
4,076 |
|
|
|
0.05 |
|
Amortization of intangible assets from acquisitions |
|
19,618 |
|
3.8 |
% |
|
|
24,799 |
|
4.8 |
% |
|
|
24,799 |
|
|
|
0.28 |
|
Expenses related to business combinations |
|
— |
|
— |
% |
|
|
2,192 |
|
0.4 |
% |
|
|
2,192 |
|
|
|
0.03 |
|
Adjustment for income tax effect |
|
— |
|
— |
% |
|
|
— |
|
— |
% |
|
|
(14,097 |
) |
|
|
(0.16 |
) |
Total non-GAAP |
$ |
464,575 |
|
91.2 |
% |
|
$ |
202,933 |
|
39.8 |
% |
|
$ |
161,763 |
|
|
$ |
1.85 |
|
1 Diluted weighted average shares were 87,431.
|
Three Months Ended |
(in thousands) |
March 31,2024 |
|
March 31,2023 |
Net cash provided by operating activities |
$ |
282,817 |
|
|
$ |
260,766 |
|
Cash paid
for interest |
|
11,939 |
|
|
|
10,606 |
|
Tax
benefit |
|
(2,089 |
) |
|
|
(1,856 |
) |
Unlevered operating cash flows |
$ |
292,667 |
|
|
$ |
269,516 |
|
/ Use of Non-GAAP
Measures
We provide non-GAAP gross profit, non-GAAP gross
profit margin, non-GAAP operating income, non-GAAP operating profit
margin, non-GAAP net income, non-GAAP diluted earnings per share
and unlevered operating cash flows as supplemental measures to GAAP
regarding our operational performance. These financial measures
exclude the impact of certain items and, therefore, have not been
calculated in accordance with GAAP. A detailed explanation of each
of the adjustments to these financial measures is described below.
This press release also contains a reconciliation of each of these
non-GAAP financial measures to its most comparable GAAP financial
measure, as applicable.
We use non-GAAP financial measures (a) to
evaluate our historical and prospective financial performance as
well as our performance relative to our competitors, (b) to
set internal sales targets and spending budgets, (c) to
allocate resources, (d) to measure operational profitability
and the accuracy of forecasting, (e) to assess financial
discipline over operational expenditures and (f) as an
important factor in determining variable compensation for
management and employees. In addition, many financial analysts that
follow us focus on and publish both historical results and future
projections based on non-GAAP financial measures. We believe that
it is in the best interest of our investors to provide this
information to analysts so that they accurately report the non-GAAP
financial information. Moreover, investors have historically
requested, and we have historically reported, these non-GAAP
financial measures as a means of providing consistent and
comparable information with past reports of financial results.
While we believe that these non-GAAP financial
measures provide useful supplemental information to investors,
there are limitations associated with the use of these non-GAAP
financial measures. These non-GAAP financial measures are not
prepared in accordance with GAAP, are not reported by all our
competitors and may not be directly comparable to similarly titled
measures of our competitors due to potential differences in the
exact method of calculation. We compensate for these limitations by
using these non-GAAP financial measures as supplements to GAAP
financial measures and by reviewing the reconciliations of the
non-GAAP financial measures to their most comparable GAAP financial
measures.
The adjustments to these non-GAAP financial measures, and the
basis for such adjustments, are outlined below:
Amortization of intangible assets from
acquisitions. We incur amortization of intangible
assets, included in our GAAP presentation of amortization expense,
related to various acquisitions we have made. We exclude these
expenses for the purpose of calculating non-GAAP gross profit,
non-GAAP gross profit margin, non-GAAP operating income, non-GAAP
operating profit margin, non-GAAP net income and non-GAAP diluted
earnings per share when we evaluate our continuing operational
performance because these costs are fixed at the time of an
acquisition, are then amortized over a period of several years
after the acquisition and generally cannot be changed or influenced
by us after the acquisition. Accordingly, we do not consider these
expenses for purposes of evaluating our performance during the
applicable time period after the acquisition, and we exclude such
expenses when making decisions to allocate resources. We believe
that these non-GAAP financial measures are useful to investors
because they allow investors to (a) evaluate the effectiveness
of the methodology and information used by us in our financial and
operational decision-making, and (b) compare our past reports
of financial results as we have historically reported these
non-GAAP financial measures.
Stock-based compensation
expense. We incur expense related to stock-based
compensation included in our GAAP presentation of cost of
maintenance and service; research and development expense; and
selling, general and administrative expense. This non-GAAP
adjustment also includes excess payroll tax expense related to
stock-based compensation. Although stock-based compensation is an
expense and viewed as a form of compensation, we exclude these
expenses for the purpose of calculating non-GAAP gross profit,
non-GAAP gross profit margin, non-GAAP operating income, non-GAAP
operating profit margin, non-GAAP net income and non-GAAP diluted
earnings per share when we evaluate our continuing operational
performance. Specifically, we exclude stock-based compensation
during our annual budgeting process and our quarterly and annual
assessments of our performance. The annual budgeting process is the
primary mechanism whereby we allocate resources to various
initiatives and operational requirements. Additionally, the annual
review by our Board of Directors during which it compares our
historical business model and profitability to the planned business
model and profitability for the forthcoming year excludes the
impact of stock-based compensation. In evaluating the performance
of our senior management and department managers, charges related
to stock-based compensation are excluded from expenditure and
profitability results. In fact, we record stock-based compensation
expense into a stand-alone cost center for which no single
operational manager is responsible or accountable. In this way, we
can review, on a period-to-period basis, each manager’s performance
and assess financial discipline over operational expenditures
without the effect of stock-based compensation. We believe that
these non-GAAP financial measures are useful to investors because
they allow investors to (a) evaluate our operating results and
the effectiveness of the methodology used by us to review our
operating results, and (b) review historical comparability in
our financial reporting as well as comparability with competitors’
operating results.
Expenses related to business
combinations. We incur expenses for professional
services rendered in connection with business combinations, which
are included in our GAAP presentation of selling, general and
administrative expense. We also incur other expenses directly
related to business combinations, including compensation expenses
and concurrent restructuring activities, such as employee
severances and other exit costs. These costs are included in our
GAAP presentation of selling, general and administrative and
research and development expenses. We exclude these
acquisition-related expenses for the purpose of calculating
non-GAAP operating income, non-GAAP operating profit margin,
non-GAAP net income and non-GAAP diluted earnings per share when we
evaluate our continuing operational performance, as we generally
would not have otherwise incurred these expenses in the periods
presented as a part of our operations. We believe that these
non-GAAP financial measures are useful to investors because they
allow investors to (a) evaluate our operating results and the
effectiveness of the methodology used by us to review our operating
results, and (b) review historical comparability in our financial
reporting as well as comparability with competitors’ operating
results.
Non-GAAP tax provision. We
utilize a normalized non-GAAP annual effective tax rate (AETR) to
calculate non-GAAP measures. This methodology provides better
consistency across interim reporting periods by eliminating the
effects of non-recurring items and aligning the non-GAAP tax rate
with our expected geographic earnings mix. To project this rate, we
analyzed our historic and projected non-GAAP earnings mix by
geography along with other factors such as our current tax
structure, recurring tax credits and incentives, and expected tax
positions. On an annual basis we re-evaluate and update this rate
for significant items that may materially affect our
projections.
Unlevered operating cash flows.
We make cash payments for the interest incurred in connection with
our debt financing which are included in our GAAP presentation of
operating cash flows. We exclude this cash paid for interest, net
of the associated tax benefit, for the purpose of calculating
unlevered operating cash flows. Unlevered operating cash flow is a
supplemental non-GAAP measure that we use to evaluate our core
operating business. We believe this measure is useful to investors
and management because it provides a measure of our cash generated
through operating activities independent of the capital structure
of the business.
Non-GAAP financial measures are not in
accordance with, or an alternative for, GAAP. Our non-GAAP
financial measures are not meant to be considered in isolation or
as a substitute for comparable GAAP financial measures and should
be read only in conjunction with our consolidated financial
statements prepared in accordance with GAAP. We have provided a
reconciliation of the non-GAAP financial measures to the most
directly comparable GAAP financial measures as listed below:
GAAP Reporting
Measure |
Non-GAAP Reporting
Measure |
Gross Profit |
Non-GAAP Gross Profit |
Gross Profit Margin |
Non-GAAP Gross Profit
Margin |
Operating Income |
Non-GAAP Operating Income |
Operating Profit Margin |
Non-GAAP Operating Profit
Margin |
Net Income |
Non-GAAP Net Income |
Diluted Earnings Per Share |
Non-GAAP Diluted Earnings Per
Share |
Operating Cash Flows |
Unlevered Operating Cash
Flows |
Constant currency. In addition
to the non-GAAP financial measures detailed above, we use constant
currency results for financial and operational decision-making and
as a means to evaluate period-to-period comparisons by excluding
the effects of foreign currency fluctuations on the reported
results. To present this information, the 2024 results for entities
whose functional currency is a currency other than the U.S. Dollar
were converted to U.S. Dollars at rates that were in effect for the
2023 comparable period, rather than the actual exchange rates in
effect for 2024. Constant currency growth rates are calculated by
adjusting the 2024 reported amounts by the 2024 currency
fluctuation impacts and comparing the adjusted amounts to the 2023
comparable period reported amounts. We believe that these non-GAAP
financial measures are useful to investors because they allow
investors to (a) evaluate the effectiveness of the methodology
and information used by us in our financial and operational
decision-making, and (b) compare our reported results to our
past reports of financial results without the effects of foreign
currency fluctuations.
/ About
Ansys
Our Mission: Powering Innovation that Drives
Human Advancement™
When visionary companies need to know how their
world-changing ideas will perform, they close the gap between
design and reality with Ansys simulation. For more than 50 years,
Ansys software has enabled innovators across industries to push
boundaries by using the predictive power of simulation. From
sustainable transportation to advanced semiconductors, from
satellite systems to life-saving medical devices, the next great
leaps in human advancement will be powered by Ansys.
/
Forward-Looking
Information
This document contains forward-looking
statements within the meaning of Section 27A of the Securities Act
of 1933 and Section 21E of the Securities Exchange Act of 1934 (the
Exchange Act). Forward-looking statements are statements that
provide current expectations or forecasts of future events based on
certain assumptions. Forward-looking statements are subject to
risks, uncertainties, and factors relating to our business which
could cause our actual results to differ materially from the
expectations expressed in or implied by such forward-looking
statements.
Forward-looking statements use words such as
“anticipate,” “believe,” “could,” “estimate,” “expect,” “forecast,”
“intend,” “likely,” “may,” “outlook,” “plan,” “predict,” “project,”
“should,” “target,” or other words of similar meaning.
Forward-looking statements include those about market opportunity,
including our total addressable market, the proposed transaction
with Synopsys, Inc., including the expected date of closing and the
potential benefits thereof, and other aspects of future operation.
We caution readers not to place undue reliance upon any such
forward-looking statements, which speak only as of the date they
are made. We undertake no obligation to update forward-looking
statements, whether as a result of new information, future events
or otherwise.
The risks associated with the following, among
others, could cause actual results to differ materially from those
described in any forward-looking statements:
- our ability to complete the
proposed transaction with Synopsys on anticipated terms and timing,
including obtaining stockholder and regulatory approvals, and other
conditions related to the completion of the transaction;
- the realization of the anticipated
benefits of the proposed transaction with Synopsys, including
potential disruptions to our and Synopsys’ businesses and
commercial relationships with others resulting from the
announcement or completion of the proposed transaction and
uncertainty as to the long-term value of Synopsys’ common
stock;
- restrictions during the pendency of
the proposed transaction with Synopsys that could impact our
ability to pursue certain business opportunities or strategic
transactions, including tuck-in M&A;
- adverse conditions in the
macroeconomic environment, including inflation, recessionary
conditions and volatility in equity and foreign exchange markets;
political, economic and regulatory uncertainties in the countries
and regions in which we operate;
- impacts from tariffs, trade
sanctions, export controls or other trade barriers, including
export control restrictions and licensing requirements for exports
to China;
- impacts resulting from the conflict
between Israel and Hamas, including impacts from changes to
diplomatic relations and trade policy between the United States and
other countries resulting from the conflict; impacts from changes
to diplomatic relations and trade policy between the United States
and Russia or the United States and other countries that may
support Russia or take similar actions due to the conflict between
Russia and Ukraine;
- constrained credit and liquidity
due to disruptions in the global economy and financial markets,
which may limit or delay availability of credit under our existing
or new credit facilities, or which may limit our ability to obtain
credit or financing on acceptable terms or at all;
- our ability to timely recruit and
retain key personnel in a highly competitive labor market,
including potential financial impacts of wage inflation and
potential impacts due to the proposed transaction with
Synopsys;
- our ability to protect our
proprietary technology; cybersecurity threats or other security
breaches, including in relation to breaches occurring through our
products and an increased level of our activity that is occurring
from remote global off-site locations; and disclosure and misuse of
employee or customer data whether as a result of a cybersecurity
incident or otherwise;
- increased volatility in our revenue
due to the timing, duration and value of multi-year subscription
lease contracts; and our reliance on high renewal rates for annual
subscription lease and maintenance contracts;
- declines in our customers’
businesses resulting in adverse changes in procurement patterns;
disruptions in accounts receivable and cash flow due to customers’
liquidity challenges and commercial deterioration; uncertainties
regarding demand for our products and services in the future and
our customers’ acceptance of new products; delays or declines in
anticipated sales due to reduced or altered sales and marketing
interactions with customers; and potential variations in our sales
forecast compared to actual sales;
- our ability and our channel
partners’ ability to comply with laws and regulations in relevant
jurisdictions; and the outcome of contingencies, including legal
proceedings, government or regulatory investigations and tax audit
cases;
- uncertainty regarding income tax
estimates in the jurisdictions in which we operate; and the effect
of changes in tax laws and regulations in the jurisdictions in
which we operate;
- the quality of our products,
including the strength of features, functionality and integrated
multiphysics capabilities; our ability to develop and market new
products to address the industry’s rapidly changing technology;
failures or errors in our products and services; and increased
pricing pressure as a result of the competitive environment in
which we operate;
- investments in complementary
companies, products, services and technologies; our ability to
complete and successfully integrate our acquisitions and realize
the financial and business benefits of the transactions; and the
impact indebtedness incurred in connection with any acquisition
could have on our operations;
- investments in global sales and
marketing organizations and global business infrastructure; and
dependence on our channel partners for the distribution of our
products;
- current and potential future
impacts of a global health crisis, natural disaster or catastrophe,
and the actions taken to address these events by our customers,
suppliers, regulatory authorities and our business, on the global
economy and consolidated financial statements, and other public
health and safety risks; and government actions or mandates;
- operational disruptions generally
or specifically in connection with transitions to and from remote
work environments; and the failure of our technological
infrastructure or those of the service providers upon whom we rely
including for infrastructure and cloud services;
- our intention to repatriate
previously taxed earnings and to reinvest all other earnings of our
non-U.S. subsidiaries;
- plans for future capital spending;
the extent of corporate benefits from such spending including with
respect to customer relationship management; and higher than
anticipated costs for research and development or a slowdown in our
research and development activities;
- our ability to execute on our
strategies related to environmental, social, and governance
matters, and meet evolving and varied expectations, including as a
result of evolving regulatory and other standards, processes, and
assumptions, the pace of scientific and technological developments,
increased costs and the availability of requisite financing, and
changes in carbon markets; and
- other risks and uncertainties
described in our reports filed from time to time with the
Securities and Exchange Commission (SEC).
Important Information and Where to Find
It
This document refers to a proposed transaction
between Synopsys and Ansys. In connection with the proposed
transaction, Synopsys filed with the SEC, and the SEC has declared
effective on April 17, 2024, a registration statement on Form S-4
(File No. 333-277912), that included a prospectus with respect to
the shares of common stock of Synopsys to be issued in the proposed
transaction and a proxy statement of Ansys and is referred to as
the proxy statement/prospectus. Each party may also file other
documents regarding the proposed transaction with the SEC. This
document is not a substitute for the proxy statement/prospectus or
registration statement or any other document that Synopsys or Ansys
may file with the SEC. The definitive proxy statement/prospectus
will be mailed to all Ansys stockholders. INVESTORS AND SECURITY
HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, PROXY
STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS FILED OR THAT
WILL BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED
TRANSACTION, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE
DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME
AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE PROPOSED TRANSACTION.
Investors and security holders may obtain free
copies of the registration statement, proxy statement/prospectus
and all other relevant documents filed or that will be filed with
the SEC by Synopsys or Ansys through the website maintained by the
SEC at www.sec.gov.
The documents filed by Synopsys with the SEC
also may be obtained free of charge at Synopsys’ website at
https://investor.synopsys.com/overview/default.aspx or upon
written request to Synopsys at Synopsys, Inc., 675 Almanor Avenue,
Sunnyvale, California 94085, Attention: Investor Relations. The
documents filed by Ansys with the SEC also may be obtained free of
charge at Ansys’ website at https://investors.ansys.com/ or
upon written request to kelsey.debriyn@ansys.com.
Participants in the
Solicitation
Synopsys, Ansys and their respective directors
and executive officers may be deemed to be participants in the
solicitation of proxies from Ansys’ stockholders in connection with
the proposed transaction.
Information about Ansys’ directors and executive
officers and their ownership of Ansys’ common stock is set forth in
Ansys’ proxy statement for its 2024 Annual Meeting of Stockholders
on Schedule 14A filed with the SEC on April 10, 2024. To the extent
that holdings of Ansys’ securities have changed since the amounts
printed in Ansys’ proxy statement, such changes have been or will
be reflected on Statements of Change in Ownership on Form 4 filed
with the SEC. Information about Synopsys’ directors and executive
officers is set forth in Synopsys’ proxy statement for its 2024
Annual Meeting of Stockholders on Schedule 14A filed with the SEC
on February 16, 2024 and Synopsys’ subsequent filings with the SEC.
Additional information regarding the direct and indirect interests
of those persons and other persons who may be deemed participants
in the proposed transaction may be obtained by reading the proxy
statement/prospectus filed by Synopsys and declared effective by
the SEC on April 17, 2024, and any other relevant documents that
are filed with the SEC relating to the proposed transaction. You
may obtain free copies of these documents as described in the
preceding paragraph.
No Offer or Solicitation
This document is for informational purposes only
and is not intended to and shall not constitute an offer to buy or
sell or the solicitation of an offer to buy or sell any securities,
or a solicitation of any vote or approval, nor shall there be any
sale of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
No offering of securities shall be made, except by means of a
prospectus meeting the requirements of Section 10 of the U.S.
Securities Act of 1933, as amended.
Ansys and any and all ANSYS, Inc. brand,
product, service and feature names, logos and slogans are
registered trademarks or trademarks of ANSYS, Inc. or its
subsidiaries in the United States or other countries. All
other brand, product, service and feature names or trademarks are
the property of their respective owners.
Visit https://investors.ansys.com for more
information.
Contact: |
|
|
Investors: |
|
Kelsey DeBriyn |
|
|
724.820.3927 |
|
|
kelsey.debriyn@ansys.com |
Media: |
|
Mary Kate Joyce |
|
|
724.820.4368 |
|
|
marykate.joyce@ansys.com |
|
|
|
Photos accompanying this announcement are available at
https://www.globenewswire.com/NewsRoom/AttachmentNg/303eebdb-54ac-4fd3-a637-a4c458705027
https://www.globenewswire.com/NewsRoom/AttachmentNg/ba732b53-ae5e-4a05-b6e3-4a3ff790a1b1
https://www.globenewswire.com/NewsRoom/AttachmentNg/89711153-9c56-4b1e-85b0-6b794b5aef10
ANSS-F
ANSYS (NASDAQ:ANSS)
과거 데이터 주식 차트
부터 4월(4) 2024 으로 5월(5) 2024
ANSYS (NASDAQ:ANSS)
과거 데이터 주식 차트
부터 5월(5) 2023 으로 5월(5) 2024