-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RTvA/c2Emus8tqODnBe01jpCuGrcNw86zwe2/b/8fiOv9r63l/zPVFOUXJb/n5CI Dcb3EIrZy0o7zc0j/RmITg== 0001275287-05-002984.txt : 20050803 0001275287-05-002984.hdr.sgml : 20050803 20050803080314 ACCESSION NUMBER: 0001275287-05-002984 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050803 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050803 DATE AS OF CHANGE: 20050803 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANSYS INC CENTRAL INDEX KEY: 0001013462 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 043219960 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20853 FILM NUMBER: 05993794 BUSINESS ADDRESS: STREET 1: 275 TECHNOLOGY DRIVE, SOUTHPOINTE CITY: CANONSBURG STATE: PA ZIP: 15317 BUSINESS PHONE: 4127643304 MAIL ADDRESS: STREET 1: 275 TECHNOLOGY DRIVE, SOUTHPOINTE CITY: CANONSBURG STATE: PA ZIP: 15317 8-K 1 ai3250.txt ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): August 3, 2005 ---------- ANSYS. INC. (Exact Name of Registrant as Specified in its Charter) Delaware 0-20853 04-3219960 (State or Other Jurisdiction of (Commission (I.R.S. Employer Incorporation or Organization) File Number) Identification No.) 275 Technology Drive, Canonsburg, PA 15317 (Address of Principal Executive Offices) (Zip Code) (Registrant's Telephone Number, Including Area Code) (724) 746-3304 ================================================================================ ITEM 2.02 REGULATION FD DISCLOSURE The Information contained in this Item of this Current Report on Form 8-K is being furnished pursuant to "Item 2.02. Results of Operations and Financial Condition" of Form 8-K. The information in this Current Report is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of such Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing. On August 3, 2005, ANSYS, Inc. issued an earnings release announcing its financial results for the second quarter ended June 30, 2005. A copy of the earnings release is attached as Exhibit 99.1 ITEM 9.01 FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits EXHIBIT NUMBER DESCRIPTION ------- ---------------------------------------------------- 99.1 Press Release of the Registrant dated August 3, 2005 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized. ANSYS, INC. (Registrant) Date: August 3, 2005 By: /s/ MARIA T. SHIELDS ------------------------------------------- Maria T. Shields - Chief Financial Officer, VP of Finance and Administration (Ms. Shields is the Principal Financial and Accounting Officer and has been duly authorized to sign on behalf of the Registrant) EX-99.1 2 ai3250ex991.txt Exhibit 99.1 ANSYS DELIVERS RECORD 2005 SECOND QUARTER RESULTS WITH 18% REVENUE GROWTH, 26% GAAP EPS GROWTH AND 24% ADJUSTED EPS GROWTH SOUTHPOINTE, Pa., Aug. 3 /PRNewswire-FirstCall/ -- ANSYS, Inc. (Nasdaq: ANSS), a global innovator of simulation software and technologies designed to optimize product development processes, today announced second quarter 2005 results. ANSYS' second quarter GAAP results include: -- Total revenue of $37.7 million, as compared to $32.0 million in the second quarter of 2004; total revenue of $75.3 million in the first six months of 2005 as compared to $63.3 million for the six months ended June 30, 2004; -- Net income of $9.8 million, as compared to $7.6 million in the second quarter of 2004; net income of $19.5 million in the first six months of 2005 as compared to $14.7 million for the first six months of 2004; -- An operating profit margin of 35.4% as compared to 33.4% for the second quarter of 2004; an operating profit margin of 35.5% as compared to 32.6% for the first six months of 2004; -- Diluted earnings per share of $0.29, as compared to $0.23 for the second quarter of 2004; diluted earnings per share of $0.58 through June 30, 2005 as compared to $0.45 for the first six months of 2004; -- Cash flows from operations of $17.6 million for the second quarter of 2005 and $32.9 million for the first six months of 2005; and -- Cash and short-term investment balances totaling $163.4 million as of June 30, 2005. Excluding acquisition-related amortization (see detail below), ANSYS' second quarter adjusted (non-GAAP) results include: -- An adjusted operating profit margin of 38.4% as compared to 36.1% for the second quarter of 2004; an adjusted operating profit margin of 38.5% as compared to 35.4% for the first six months of 2004; and -- Adjusted diluted earnings per share of $0.31 as compared to $0.25 for the second quarter of 2004; and adjusted diluted earnings per share of $0.62 compared to $0.48 for the six-month period ended June 30, 2004. ANSYS President and CEO, Jim Cashman commented, "We are pleased to announce another quarter of solid financial results driven by a combination of double-digit revenue growth in all major geographies and continued strength in our core business." Mr. Cashman continued, "Overall we are encouraged by what we have been able to deliver in the first half of this year and remain optimistic about our long-term business prospects. We believe that our performance underscores our commitment to remaining customer focused and operationally disciplined to drive results across multiple fronts. During the quarter, we also repurchased approximately 92,000 shares of common stock in the open market, as we believe this is a good use of capital and will enhance long-term shareholder value." Mr. Cashman concluded, "During this quarter, we continued to demonstrate success and progress against our overall business plan as was evidenced by the recent major releases of new and enhanced software products and the expansion of customer and partner relationships. The repeat recognition of FORTUNE and Business 2.0 is gratifying and a credit to the entire ANSYS team - including dedicated employees, a network of valued partners and a loyal customer base - who have helped us create a successful foundation to achieve leading-edge technological and operational excellence as we continue to position ANSYS as a preeminent global innovator of simulation software." Recent highlights for the Company include the following: -- Announced ANSYS(R) 10.0, which offers major advances in performance, ease-of-use, interoperability and coupled physics technology, building upon the significant advances delivered with ANSYS 9.0 and taking full advantage of the ANSYS Workbench(TM) infrastructure for integrated CAE. -- Announced partnership with RoboBat, a leading supplier of analytical and CAD software solutions for the structural engineer, to offer integration of RoboBat's Engineering System Open Platform software with ANSYS Workbench technology which expands users' access to structural engineering applications and increases their productivity. -- Advanced its AUTODYN(R) software, developed by Century Dynamics, Inc. (a subsidiary of ANSYS, Inc.), Version 6.0 which brings increased fluid structure interaction capabilities for fast, transient dynamics of solids, fluids, gases and their interactions. -- Selected as official computational fluid dynamics supplier to Emirates Team New Zealand, the sailing team who won the America's Cup from 1995 to 2003 and is seeking to recapture victory in 2007. -- Named to FORTUNE Small Business magazine's annual list of the "100 Fastest-Growing Small Companies in America" for second consecutive year. -- Recognized for the fourth consecutive year in Business 2.0's Annual "B2 100" Ranking of Fastest-Growing Technology Companies. -- Presented fourth annual 2005 College Design Engineering Award to a University of Washington team of engineering students as part of its continuing support of engineering education. The adjusted results highlighted above, and the adjusted estimates for 2005 discussed below, represent non-GAAP (Generally Accepted Accounting Principles) financial measures. A reconciliation of these measures to the appropriate GAAP measures, for the three months and six months ended June 30, is included in the condensed financial information included in this release. Adjustments to Reported GAAP Financial Results -- Acquisition-Related Amortization: As previously announced, the Company completed its acquisition of Century Dynamics, Inc. in January 2005. In previous years, the Company also acquired CFX, CADOE S.A. and ICEM CFD Engineering. These acquisitions have all been accounted for as purchases, resulting in the recording of a significant amount of identifiable intangible assets. ANSYS is providing, and has historically provided, its current quarter GAAP results as well as financial results that have been adjusted for the impact of acquisition-related amortization. The Company believes that these non-GAAP measures supplement its consolidated GAAP financial statements as they provide a consistent basis for comparison between quarters that are not influenced by certain non-cash items and are therefore useful to investors in helping them to better understand the Company's operating results. In certain instances, such as when intangibles are acquired through business acquisitions or become fully amortized, amortization expense associated with acquired intangibles also makes period-to-period comparisons difficult because amortization expense may appear in one period but not in the comparable period. Management uses these non-GAAP financial measures internally to evaluate the Company's business performance; however, these measures are not intended to supersede or replace the GAAP results. Management's 2005 Outlook Based upon our first half results and our current visibility into revenues and expenditures for the remainder of 2005, the Company currently projects that full year revenue will grow in the 13 to 15% range and that 2005 diluted earnings per share, adjusted to exclude acquisition-related amortization, will be in the range of $1.23 to $1.25. The Company's current outlook relative to a GAAP diluted earnings per share estimate will be in the range of $1.15 to $1.17. The preceding estimates do not reflect expenses associated with employee stock options. The Company expects to begin recording stock option expense effective January 1, 2006 in accordance with recent guidance issued by the Securities and Exchange Commission. ANSYS will hold a conference call at 10:30 Eastern Time on August 3, 2005 to discuss second quarter results as well as to provide guidance regarding business prospects. The dial in number is 800-289-0494 or 913-981-5520 and the passcode is "ANSYS". A replay will be available until August 10, by dialing 888-203-1112 or 719-457-0820 and the passcode is "ANSYS" or "26797". The conference call will be webcast live as well as archived and can be accessed, along with other financial information, on ANSYS' website, located at http://www.ansys.com/corporate/investors.asp . About ANSYS, Inc. ANSYS, Inc., founded in 1970, develops and globally markets engineering simulation software and technologies widely used by engineers and designers across a broad spectrum of industries. The Company focuses on the development of open and flexible solutions that enable users to analyze designs directly on the desktop, providing a common platform for fast, efficient and cost- conscious product development, from design concept to final-stage testing and validation. Headquartered in Canonsburg, Pennsylvania U.S.A. with more than 25 strategic sales locations throughout the world, ANSYS, Inc. employs approximately 600 people and distributes its products through a network of channel partners in over 40 countries. Visit http://www.ansys.com for more information. Certain statements contained in the press release regarding matters that are not historical facts, including statements regarding our current estimates for full year revenue growth and earnings per share are "forward-looking" statements (as defined in the Private Securities Litigation Reform Act of 1995). Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward- looking statements. All forward-looking statements in this press release are subject to risks and uncertainties. These include the risk of a general economic downturn in one or more of ANSYS' primary geographic markets, the risk that the assumptions underlying ANSYS' anticipated revenues and expenditures will change or prove inaccurate, the risk that ANSYS has overestimated its ability to maintain growth and profitability and control costs, uncertainties regarding the demand for ANSYS' products and services in future periods, the risk that ANSYS has overestimated the strength of the demand among its customers for its products, risks of problems arising from customer contract cancellations, uncertainties regarding customer acceptance of new products, the risk that ANSYS' operating results will be adversely affected by possible delays in developing, completing, or shipping new or enhanced products, risks that enhancements to the Company's products may not produce anticipated sales, uncertainties regarding fluctuations in quarterly results, including uncertainties regarding the timing of orders from significant customers, and other factors that are detailed from time to time in reports filed by ANSYS, Inc. with the Securities and Exchange Commission, including ANSYS, Inc.'s 2004 Annual Report and Form 10-K. We undertake no obligation to publicly update or revise any forward-looking statements, whether changes occur as a result of new information or future events after the date they were made. ANSYS, Inc. is committed to providing the most open and flexible analysis solutions to meet customer requirements for engineering software in today's competitive marketplace. ANSYS, Inc. partners with leading design software suppliers to develop state-of-the-art CAD-integrated products. ANSYS and its global network of channel partners provide sales, support and training for customers. Information about ANSYS, Inc. and its products can be found on the Worldwide Web at www.ansys.com. ANSYS, ANSYS Workbench, CFX, AUTODYN, and any and all ANSYS, Inc. product and service names are registered trademarks or trademarks of ANSYS, Inc. or its subsidiaries located in the United States or other countries. ICEM CFD is a trademark licensed by ANSYS, Inc. All other trademarks or registered trademarks are the property of their respective owners. Reconciliation of Non-GAAP Measures This earnings release contains non-GAAP financial measures. For purposes of Regulation G, a non-GAAP financial measure is a numerical measure of a registrant's historical or future financial performance, financial position or cash flows that excludes amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the most directly comparable measure calculated and presented in accordance with GAAP in the statement of income, balance sheet or statement of cash flows of the issuer; or includes amounts, or is subject to adjustments that have the effect of including amounts, that are excluded from the most directly comparable measure so calculated and presented. In this regard, GAAP refers to generally accepted accounting principles in the United States. Pursuant to the requirements of Regulation G, the Company has provided a reconciliation of the adjusted (non- GAAP) financial measures to the most directly comparable GAAP financial measures. Adjusted operating profit margin and adjusted diluted earnings per share are discussed in this earnings release because management uses this information in evaluating the results of the continuing operations of the business and believes that this information provides the users of the financial statements a valuable insight into the operating results. Additionally, management believes that it is in the best interest of its investors to provide financial information that will facilitate comparison of both historical and future results and allows greater transparency to supplemental information used by management in its financial and operational decision making. Management encourages investors to review the reconciliations of the non-GAAP financial measures to the most directly comparable GAAP measures that are provided within the financial information attached to this news release. ANSYS, INC. AND SUBSIDIARIES Consolidated Statements of Income (in thousands, except per share data) (Unaudited)
Three months ended Six months ended ----------------------- ----------------------- June 30, June 30, June 30, June 30, 2005 2004 2005 2004 ---------- ---------- ---------- ---------- Revenue: Software licenses $ 19,794 $ 16,353 $ 40,269 $ 32,677 Maintenance and service 17,862 15,649 35,011 30,657 Total revenue 37,656 32,002 75,280 63,334 Cost of sales: Software licenses 1,160 1,179 2,413 2,516 Amortization of software and acquired technology 881 754 1,788 1,509 Maintenance and service 3,796 3,045 7,654 6,128 Total cost of sales 5,837 4,978 11,855 10,153 Gross profit 31,819 27,024 63,425 53,181 Operating expenses: Selling and marketing 6,143 6,032 12,571 12,086 Research and development 7,506 6,483 14,819 12,830 Amortization 385 285 711 572 General and administrative 4,457 3,546 8,575 7,045 Total operating expenses 18,491 16,346 36,676 32,533 Operating income 13,328 10,678 26,749 20,648 Other income 1,046 146 1,659 376 Income before income tax provision 14,374 10,824 28,408 21,024 Income tax provision 4,599 3,247 8,950 6,307 Net income $ 9,775 $ 7,577 $ 19,458 $ 14,717 Earnings per share - basic: Basic earnings per share $ 0.31 $ 0.25 $ 0.62 $ 0.48 Weighted average shares - basic 31,667 30,800 31,579 30,716 Earnings per share - diluted: Diluted earnings per share $ 0.29 $ 0.23 $ 0.58 $ 0.45 Weighted average shares - diluted 33,782 32,966 33,688 32,862
ANSYS, INC. AND SUBSIDIARIES Reconciliation of Non-GAAP Measures For the three months ended June 30, 2005 (in thousands, except per share data) (Unaudited) As Adjusted Reported Adjustments Results ---------- ----------- ---------- Revenue: Software licenses $ 19,794 - $ 19,794 Maintenance and service 17,862 - 17,862 Total revenue 37,656 - 37,656 Cost of sales: Software licenses 1,160 - 1,160 Amortization of software and acquired technology 881 (751)(a) 130 Maintenance and service 3,796 - 3,796 Total cost of sales 5,837 (751) 5,086 Gross profit 31,819 751 32,570 Operating expenses: Selling and marketing 6,143 - 6,143 Research and development 7,506 - 7,506 Amortization 385 (385)(a) - General and administrative 4,457 - 4,457 Total operating expenses 18,491 (385) 18,106 Operating income 13,328 1,136 14,464 Other income 1,046 - 1,046 Income before income tax provision 14,374 1,136 15,510 Income tax provision 4,599 398(b) 4,997 Net income $ 9,775 $ 738 $ 10,513 Earnings per share - basic: Basic earnings per share $ 0.31 $ 0.33 Weighted average shares - basic 31,667 31,667 Earnings per share - diluted: Diluted earnings per share $ 0.29 $ 0.31 Weighted average shares - diluted 33,782 33,782 (a) Amount represents amortization expense associated with intangible assets acquired in business acquisitions, including amounts primarily related to acquired software, customer list and non-compete agreements. (b) Amount represents the income tax impact of the amortization expense adjustments referred to in (a) above. ANSYS, INC. AND SUBSIDIARIES Reconciliation of Non-GAAP Measures For the three months ended June 30, 2004 (in thousands, except per share data) (Unaudited) As Adjusted Reported Adjustments Results ---------- ----------- ---------- Revenue: Software licenses $ 16,353 - $ 16,353 Maintenance and service 15,649 - 15,649 Total revenue 32,002 - 32,002 Cost of sales: Software licenses 1,179 - 1,179 Amortization of software and acquired technology 754 (602)(a) 152 Maintenance and service 3,045 - 3,045 Total cost of sales 4,978 (602) 4,376 Gross profit 27,024 602 27,626 Operating expenses: Selling and marketing 6,032 - 6,032 Research and development 6,483 - 6,483 Amortization 285 (285)(a) - General and administrative 3,546 - 3,546 Total operating expenses 16,346 (285) 16,061 Operating income 10,678 887 11,565 Other income 146 - 146 Income before income tax provision 10,824 887 11,711 Income tax provision 3,247 310(b) 3,557 Net income $ 7,577 $ 577 $ 8,154 Earnings per share - basic: Basic earnings per share $ 0.25 $ 0.26 Weighted average shares - basic 30,800 30,800 Earnings per share - diluted: Diluted earnings per share $ 0.23 $ 0.25 Weighted average shares - diluted 32,966 32,966 (a) Amount represents amortization expense associated with intangible assets acquired in business acquisitions, including amounts primarily related to acquired software, customer list and non-compete agreements. (b) Amount represents the income tax impact of the amortization expense adjustments referred to in (a) above. ANSYS, INC. AND SUBSIDIARIES Reconciliation of Non-GAAP Measures For the six months ended June 30, 2005 (in thousands, except per share data) (Unaudited) As Adjusted Reported Adjustments Results ---------- ----------- ---------- Revenue: Software licenses $ 40,269 - $ 40,269 Maintenance and service 35,011 - 35,011 Total revenue 75,280 - 75,280 Cost of sales: Software licenses 2,413 - 2,413 Amortization of software and acquired technology 1,788 (1,513)(a) 275 Maintenance and service 7,654 - 7,654 Total cost of sales 11,855 (1,513) 10,342 Gross profit 63,425 1,513 64,938 Operating expenses: Selling and marketing 12,571 - 12,571 Research and development 14,819 - 14,819 Amortization 711 (711)(a) - General and administrative 8,575 - 8,575 Total operating expenses 36,676 (711) 35,965 Operating income 26,749 2,224 28,973 Other income 1,659 - 1,659 Income before income tax provision 28,408 2,224 30,632 Income tax provision 8,950 779(b) 9,729 Net income $ 19,458 $ 1,445 $ 20,903 Earnings per share - basic: Basic earnings per share $ 0.62 $ 0.66 Weighted average shares - basic 31,579 31,579 Earnings per share - diluted: Diluted earnings per share $ 0.58 $ 0.62 Weighted average shares - diluted 33,688 33,688 (a) Amount represents amortization expense associated with intangible assets acquired in business acquisitions, including amounts primarily related to acquired software, customer list and non-compete agreements. (b) Amount represents the income tax impact of the amortization expense adjustments referred to in (a) above. ANSYS, INC. AND SUBSIDIARIES Reconciliation of Non-GAAP Measures For the six months ended June 30, 2004 (in thousands, except per share data) (Unaudited) As Adjusted Reported Adjustment Results ---------- ----------- ---------- Revenue: Software licenses $ 32,677 - $ 32,677 Maintenance and service 30,657 - 30,657 Total revenue 63,334 - 63,334 Cost of sales: Software licenses 2,516 - 2,516 Amortization of software and acquired technology 1,509 (1,219)(a) 290 Maintenance and service 6,128 - 6,128 Total cost of sales 10,153 (1,219) 8,934 Gross profit 53,181 1,219 54,400 Operating expenses: Selling and marketing 12,086 - 12,086 Research and development 12,830 - 12,830 Amortization 572 (572)(a) - General and administrative 7,045 - 7,045 Total operating expenses 32,533 (572) 31,961 Operating income 20,648 1,791 22,439 Other income 376 - 376 Income before income tax provision 21,024 1,791 22,815 Income tax provision 6,307 626(b) 6,933 Net income $ 14,717 $ 1,165 $ 15,882 Earnings per share - basic: Basic earnings per share $ 0.48 $ 0.52 Weighted average shares - basic 30,716 30,716 Earnings per share - diluted: Diluted earnings per share $ 0.45 $ 0.48 Weighted average shares - diluted 32,862 32,862 (a) Amount represents amortization expense associated with intangible assets acquired in business acquisitions, including amounts primarily related to acquired software, customer list and non-compete agreements. (b) Amount represents the income tax impact of the amortization expense adjustments referred to in (a) above. ANSYS, INC. AND SUBSIDIARIES Condensed Consolidated Balance Sheets (in thousands) (Unaudited) June 30, December 31, 2005 2004 ------------ ------------ ASSETS: Cash & short-term investments $ 163,370 $ 138,446 Accounts receivable, net 15,359 18,792 Other assets 83,282 82,408 Total assets $ 262,011 $ 239,646 LIABILITIES & STOCKHOLDERS' EQUITY: Deferred revenue $ 49,465 $ 43,906 Other liabilities 15,977 20,271 Stockholders' equity 196,569 175,469 Total liabilities & stockholders' equity $ 262,011 $ 239,646 CONTACT: Lisa O'Connor, Treasurer of ANSYS, Inc., +1-724-514-1782, or lisa.oconnor@ansys.com / Web site: http://www.ansys.com http://www.ansys.com/corporate/investors.asp / -----END PRIVACY-ENHANCED MESSAGE-----