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Acquisition of Ansys
 9 Months Ended
Jul. 31, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Acquisition of Ansys Acquisition of Ansys
On the Acquisition Date, we completed the acquisition of Ansys (the Ansys Merger) for approximately $34.9 billion, consisting of cash of $17.6 billion (the Cash Consideration), Synopsys Common Stock with a fair value of $17.1 billion, and the balance related to the assumption of certain outstanding Ansys equity awards and the settlement of pre-existing relationships. We acquired Ansys to combine Synopsys’ semiconductor electronic design automation expertise with Ansys’ S&A capabilities to address the growing demand for integrated design and simulation tools across various industries.
We funded the Cash Consideration in the Ansys Merger through a combination of cash on hand, the net proceeds from the issuance of the Senior Notes, and the borrowings under the Term Loan Agreement, each as defined and discussed in Note 11. Senior Notes, Bridge Commitment Letter, Term Loan and Revolving Credit Facilities of the Notes to Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q (this Quarterly Report).
The aggregate purchase consideration was allocated as follows:
(in thousands)
Cash for outstanding Ansys Common Stock(1)
$17,613,185 
Fair value of Synopsys Common Stock issued for outstanding Ansys Common Stock(2)
17,105,538 
Fair value of assumed Ansys equity awards attributable to pre-combination services(3)
130,963 
Settlement of pre-existing relationships
8,794 
Total purchase consideration
34,858,480 
Less: cash acquired
(931,740)
Total purchase consideration, net of cash acquired
$33,926,740 
Allocations
Total current assets
$902,619 
Property and equipment
106,227 
Goodwill
23,460,868 
Intangible assets
12,990,000 
Other long-term assets
263,919 
Deferred revenue
(637,076)
Other current liabilities
(339,997)
Long-term deferred revenue
(34,070)
Long-term deferred tax liabilities
(2,618,474)
Other long-term liabilities
(167,276)
$33,926,740 
(1) Represents the total cash paid to settle 88.1 million outstanding shares of Ansys Common Stock as of the Acquisition Date at $199.91 per share and for the settlement of fractional shares.
(2) Represents the fair value of 30.0 million shares of Synopsys Common Stock issued to settle 88.1 million outstanding shares of Ansys Common Stock. Synopsys issued 0.3399 of a share of Synopsys Common Stock for each Ansys share. The fair value of Synopsys Common Stock was $571.20 per share as of the Acquisition Date.
(3) Represents the fair value of assumed Ansys options and RSUs attributed to pre-combination services. See Note 15. Employee Benefit Plans of the Notes to Consolidated Financial Statements in our Annual Report for additional information.
The purchase price was allocated to tangible and identified intangible assets acquired and liabilities assumed based on their estimated fair values, which were determined using generally accepted valuation techniques on the basis of inputs and assumptions made by management at the time of acquisition. During the first nine months of fiscal 2026, we recorded certain measurement period adjustments to reflect facts and circumstances in existence as of the Acquisition Date. These adjustments primarily related to the income tax liabilities and other individually insignificant items. This resulted in the corresponding increase to goodwill of $18.0 million.
Goodwill was primarily attributed to the assembled workforce and anticipated synergies and economies of scale expected from the integration of the Ansys business. The synergies include certain cost savings, operating efficiencies and other strategic benefits projected to be achieved as a result of the Ansys Merger. The goodwill was assigned to the Design Automation reporting unit and the amount recognized was not deductible for tax purposes. See Note 6. Goodwill and Intangible Assets of the Notes to Condensed Consolidated Financial Statements in this Quarterly Report and Note 6. Goodwill and Intangible Assets of the Notes to the Consolidated Financial Statements in our Annual Report for more information.
Intangible Assets
The fair value and weighted average useful life of the Ansys intangible assets were as follows:
Fair value
Useful Lives
(in thousands)
(in years)
Core/developed technology(1)
$6,500,000 
6 - 9
Customer relationships(2)
5,100,000 9
Contract rights intangible(3)
440,000 2
Trademarks and trade names(4)
950,000 23
Total identified intangible assets
$12,990,000 
(1) Core/developed technology was identified from the products of Ansys and its fair value was determined using the relief-from-royalty method under the income approach. The relief-from-royalty method applies a royalty rate to projected income to quantify the benefit of owning the intangible asset rather than paying a royalty for use of the asset. The discount rate was determined at the time of measurement based on an analysis of the implied internal rate of return of the transaction, weighted-average cost of capital, and weighted-average return on assets. The economic useful life was determined based on the technology cycle related to each developed technology, as well as the cash-flows over the forecast period.

(2) Customer relationships represent the fair value of future projected revenue that will be derived from sales of products to existing Ansys customers. The fair value was determined using the multi-period excess earnings method under the income approach, which involves isolating the net earnings attributable to the asset being measured based on present value of the incremental after-tax cash flows (excess earnings) attributable solely to the intangible asset over its remaining useful life. The economic useful life was determined based on historical customer turnover rates and the useful life of developed technology.

(3) Contract rights intangible, which represents contracted but unsatisfied or partially unsatisfied performance obligations, primarily relates to the dollar value of purchase arrangements with customers. The fair value was determined using the multi-period excess earnings method under the income approach. The economic useful life is based on the time to fulfill the outstanding order backlog obligation.

(4) Trademarks and trade names refers to Ansys brand assets. The fair value was determined by applying the relief-from-royalty method under the income approach. This method is based on the application of a royalty rate to forecasted revenue attributable to Ansys brand assets. The economic useful life was determined based on the expected usage period of the brand assets and the anticipated cash flows over the forecast period.
The operating results of Ansys have been included in our consolidated financial statements since the Acquisition Date.
Transaction Costs
Transaction costs for acquisitions, primarily related to the Ansys Merger, were $3.4 million and $21.6 million during the three and nine months ended July 31, 2026, respectively. Transaction costs for acquisitions were $114.9 million and $236.7 million during the three and nine months ended July 31, 2025, respectively. These costs mainly consisted of professional fees, administrative costs for closed and pending acquisitions, as well as the Bridge Commitment financing costs, and were expensed as incurred in our condensed consolidated statements of income.
Supplemental Pro Forma Information (Unaudited)
The following unaudited pro forma financial information presents combined results of operations for the period presented, as if Ansys had been acquired as of the beginning of fiscal year 2024.
Three Months Ended 
 July 31,		Nine Months Ended 
 July 31,
2025
2025
(in thousands)
Pro forma total revenue
$2,290,354 $6,666,029 
Pro forma net income
$214,539 $294,183 
This information is provided for informational purposes only and is not necessarily indicative of our consolidated results of operations of the combined business had the acquisition actually occurred at the beginning of fiscal year 2024, or of the results of our future operations of the combined business.