Date: 01/07/2011

Ansys to acquire VLSI software vendor Apache

ANSYS, Inc. and Apache Design Solutions, Inc., have announced that they signed a definitive agreement whereby ANSYS will acquire Apache for a purchase price of approximately $310 million in cash, which includes an estimated $29 million in cash on Apache's balance sheet. The agreement also includes retention provisions and incentives for key members of management and employees, earned over a three fiscal year period following closing, including an additional $13 million of performance equity awards. When completed, ANSYS currently expects that the transaction will be modestly accretive to non-GAAP earnings per share in its first full year of combined operations.

ANSYS intends to fund the transaction with cash on-hand from the combined organization. The transaction, currently anticipated to close in the third calendar quarter of 2011, is subject to customary closing conditions and regulatory approvals. After the closing, Apache will become a wholly owned subsidiary of ANSYS.

Apache's VLSI chip design software is made to design low power consuming complex SoC chips for tablet computers, mobile phones, LCD TVs, notebooks/laptops and high-end computer servers.

Through this acquisition ANSYS can enhance its EDA software for integrated circuits, electronic packages and printed circuit boards with more tools.

"We are very excited about the power-efficient design software that Apache adds to ANSYS' simulation capabilities," said James E. Cashman III, President and Chief Executive Officer of ANSYS. "The addition of this technology will drive energy-efficient electronic product development in the 21st century. Both companies have a strong commitment to their customers and employees while sharing a passion for innovation and cutting edge technology. This combination will further strengthen and promote thought leadership allowing us to better serve our customers by accelerating the delivery of comprehensive, customer-driven engineering simulation solutions. We see this as an opportunity to strengthen the ANSYS vision for solving chip, package and board design problems. "

"The combination of these two great companies with emerging 3DIC technologies will lead to considerable advances within electronics," said Dr. Andrew T. Yang, co-founder, Chief Executive Officer and Chairman of the Board for Apache. "The complementary nature of our electronic and thermal product offerings provides key technological strengths that enhance our ability to deliver comprehensive, innovative and world-class simulation technologies that customers demand."