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Synopsys logoSynopsys SNPS

The company said it received a notice on May 14, 2024 from the State Administration for Market Regulation of China. The notice acknowledges that the Ansys acquisition is below the merger notification thresholds set by the State Council, but takes the position that Synopsys is required to notify the transaction.

8-KOther EventsFiled Period of report Summary published (UTC)

Key points

AI summary
  1. The company said it received a notice on May 14, 2024 from the State Administration for Market Regulation of China. The notice acknowledges that the Ansys acquisition is below the merger notification thresholds set by the State Council, but takes the position that Synopsys is required to notify the transaction.

  2. The company said it is coordinating with Ansys on the following next steps regarding the notice from the State Administration for Market Regulation of China as of the date of the filing.

  3. The company said it expects the transaction to close in the first half of 2025. Closing is subject to approval by Ansys shareholders, the receipt of required regulatory approvals and other customary closing conditions.

  4. Synopsys said it entered into an Agreement and Plan of Merger with Ansys and ALTA Acquisition Corp., a wholly owned subsidiary, on January 15, 2024, under which Ansys will survive as a wholly owned subsidiary of Synopsys. The company said the Form S-4 was declared effective by the SEC on April 17, 2024.

Summary

AI-written

Analysis scope · Filing bodyWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Receipt of Notice from China's State Administration for Market Regulation

The company said it received a notice on May 14, 2024 from the State Administration for Market Regulation of China. The notice acknowledges that the Ansys acquisition is below the merger notification thresholds set by the State Council, but takes the position that Synopsys is required to notify the transaction.

Source · Based on the filing body and exhibits

Coordinating Next Steps with Ansys

The company said it is coordinating with Ansys on the following next steps regarding the notice from the State Administration for Market Regulation of China as of the date of the filing.

Source · Based on the filing body and exhibits

Expected Closing in First Half of 2025

The company said it expects the transaction to close in the first half of 2025. Closing is subject to approval by Ansys shareholders, the receipt of required regulatory approvals and other customary closing conditions.

Source · Based on the filing body and exhibits

Merger Agreement Structure and Form S-4 Effectiveness

Synopsys said it entered into an Agreement and Plan of Merger with Ansys and ALTA Acquisition Corp., a wholly owned subsidiary, on January 15, 2024, under which Ansys will survive as a wholly owned subsidiary of Synopsys. The company said the Form S-4 was declared effective by the SEC on April 17, 2024.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.