Synopsys (SNPS) Issues Senior Notes to Fund ANSYS Acquisition

Strategic Move to Support Planned Merger with ANSYS, Inc.

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Mar 18, 2025
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Synopsys, Inc. (SNPS, Financial) has announced the issuance of $10 billion in senior notes, a strategic financial maneuver aimed at supporting its planned acquisition of ANSYS, Inc. The notes, issued on March 17, 2025, are structured across six tranches with varying maturity dates and interest rates, ranging from 4.550% to 5.700%.

The issuance includes $1 billion of 4.550% Senior Notes due 2027, $1 billion of 4.650% Senior Notes due 2028, $2 billion of 4.850% Senior Notes due 2030, $1.5 billion of 5.000% Senior Notes due 2032, $2.4 billion of 5.150% Senior Notes due 2035, and $2.1 billion of 5.700% Senior Notes due 2055. These notes are senior unsecured obligations of Synopsys, issued under an indenture agreement with U.S. Bank Trust Company, National Association.

The proceeds from these notes are intended to fund a portion of the ANSYS acquisition, cover related transaction fees, and repay ANSYS' outstanding debt. In the event that the merger is not completed by January 31, 2026, or if Synopsys decides not to pursue the merger, a special mandatory redemption will be triggered for the 2027, 2028, 2030, and 2032 notes at 101% of their principal amount, plus accrued interest.

Interest on these notes will be paid semi-annually, beginning October 1, 2025. Synopsys retains the option to redeem the notes prior to their maturity dates under specified conditions, providing flexibility in managing its debt obligations.

This financial strategy underscores Synopsys' commitment to expanding its market presence through the acquisition of ANSYS, a move that is expected to enhance its competitive edge in the technology sector. The termination of approximately $9.91 billion in commitments under a previously disclosed bridge facility further aligns with Synopsys' strategic financial planning for the merger.

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