ANSYS Completes Ansoft Acquisition

SOUTHPOINTE, Pa.—(BUSINESS WIRE)—July 31, 2008— ANSYS, Inc. (NASDAQ: ANSS), announced today that the global innovator of simulation software and technologies designed to optimize product development processes has successfully completed the acquisition of Ansoft Corporation in a series of mergers for approximately 12.2 million shares of ANSYS common stock, including 1.9 million shares pursuant to assumed stock options, and approximately $387 million in cash, plus expenses.

ANSYS expects the acquisition to be modestly accretive to earnings the first twelve months, excluding acquisition-related costs, amortization of intangibles, the impact of deferred revenue purchase accounting treatment and expensing of stock compensation. The Company used a combination of existing cash and proceeds from approximately $355 million of committed bank financing to fund the transaction.

Ansoft is a leading developer of high-performance EDA software. The software is based on more than 25 years of research and development by world-renowned experts in electromagnetics, circuit and system simulation. Engineers use Ansoft products to simulate high-performance electronics designs found in mobile communication and Internet devices, broadband networking components and systems, integrated circuits, printed circuit boards and electromechanical systems. The company's products are used by blue chip companies as well as small- and medium-sized enterprises around the world. Today, electronics simulation technology is used in almost every industry sector and manufactured product.

Our research shows that not only is simulation one of the top strategies for engineering executives, but that enabling multiphysics analyses is a fundamental key to success, states Chad Jackson, Vice President of the Product Innovation practice at the Aberdeen Group. By adding the world class simulation technology of Ansoft, targeted at the electronics industries, ANSYS is poised to address the continuing convergence of the mechanical and electrical worlds, across a whole range of industry sectors. The collective depth and breadth in simulation technology that ANSYS now possesses will enable them to provide very comprehensive multiphysics solutions, by tightly integrating these critical simulation domains previously assessed separately.

Jim Cashman, ANSYS President and CEO added, Finalizing the acquisition of Ansoft is great news for us, our customers and our partners. We are very excited to be able to move forward today as a unified company and begin executing our strategy for the future.

The combination of ANSYS' and Ansoft's software products and services is expected to give ANSYS the most comprehensive, independent engineering simulation software offerings in the industry, reaffirming and strengthening ANSYS' commitment to open interface and flexible simulation solutions that are primarily driven by customer demand and choice. With over 60 direct sales offices and 21 development centers, on three continents, the combined company will employ approximately 1,700 people.

With the operations and technology synergies that Ansoft and ANSYS share, we are confident that we can meet the needs of the CAE community for simulation software and services in a highly effective manner, said Dr. Zoltan Cendes, founder and Chief Technology Officer of Ansoft, who will be a Chief Technology Officer with ANSYS, as well as a new member of the ANSYS board of directors.

Prior to forming Ansoft in 1984, Dr. Cendes served six years with the General Electric Corp., first in the large steam turbine generator division and then in the corporate research and development center, where he was responsible for developing finite element computer codes. In 1980, he was appointed associate professor of electrical engineering at McGill University, Montreal, Canada. In 1982, he joined the faculty of electrical and computer engineering at Carnegie Mellon University, Pittsburgh, PA, where he was a professor until 1996. Dr. Cendes received his MS and doctoral degrees in electrical engineering from McGill University. A fellow of the Institute of Electrical and Electronics Engineers (IEEE), Dr. Cendes received the IEEE Antennas and Propagation Society (IEEE AP-S) Distinguished Achievement Award in 2008. In addition, he has served on the editorial board of IEEE Spectrum, on the International Steering Committee of the COMPUMAG Conference, and as an IEEE AP-S Distinguished Lecturer.

We are delighted to welcome Zol to the board, said Peter J. Smith, Chairman of ANSYS. He has clearly done a terrific job of building Ansoft as a world class developer of electronic design automation software and we look forward to his contributions as a director of ANSYS. Like ANSYS, Ansoft is very focused on technology leadership and innovation and Zols experience and insight will be most helpful to us.

The company expects to provide updated financial guidance with respect to Ansoft and the financial outlook of the combined company during its second quarter earnings conference call being held at 10:30 a.m. ET on Thursday, August 7, 2008.

Conference Call Information:

What: ANSYS Second Quarter 2008 Earnings Conference Call

When: August 7, 2008 at 10:30 a.m. Eastern Time


The conference call dial in number is 888-245-0932 (US & CAN) or 913-312-6694 (INT L) Passcode: ANSYS (26797).

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