Stock Repurchase Program

The Company’s Board of Directors (the Board) previously approved a stock repurchase program pursuant to which the Company was authorized to purchase up to $500.0 million of its common stock, and has periodically replenished the stock repurchase program to such amount. The Board replenished the stock repurchase program up to $500.0 million on September 1, 2015. The program does not obligate Synopsys to acquire any particular amount of common stock, and the program may be suspended or terminated at any time by Synopsys’ Chief Financial Officer or the Board. The Company repurchases shares to offset dilution caused by ongoing stock issuances from existing equity plans for equity compensation awards and issuances related to acquisitions, and when management believes it is a good use of cash. Repurchases are transacted in accordance with Rule 10b-18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), and may be made through any means including, but not limited to, open market purchases, plans executed under Rule 10b5-1(c) of the Exchange Act and structured transactions. As of January 31, 2016, $300.0 million remained available for further repurchases under the program.

In August 2015, the Company entered into an accelerated share repurchase agreement (the August 2015 ASR) to repurchase an aggregate of $100.0 million of the Company’s common stock. Pursuant to the August 2015 ASR, the Company made a prepayment of $100.0 million and received an initial share delivery of shares valued at $80.0 million. The remaining balance of $20.0 million was included within stockholders' equity during fiscal 2015 and was settled in the first quarter of fiscal 2016. Total shares purchased under the August 2015 ASR were approximately 2.1 million shares, at an average purchase price of $48.06 per share.

In December 2015, the Company entered into two simultaneous accelerated share repurchase agreements (December 2015 ASRs) to repurchase an aggregate of $200.0 million of the Company’s common stock. Pursuant to the December 2015 ASRs, the Company made a prepayment of $200.0 million and received initial share deliveries of shares valued at $160.0 million with an average purchase price of $46.08 per share. The remaining balance of $40.0 million is anticipated to be settled on or before April 29, 2016, upon completion of the repurchase. Under the terms of the December 2015 ASRs, the specific number of shares that the Company ultimately repurchases will be based on the volume-weighted average share price of the Company’s common stock during the repurchase period, less a discount.

Stock repurchase activities are as follow:



	Three Months Ended January 31,
	2016		2015
	(in thousands)
Total shares repurchased	3,849		3,290
Total cost of the repurchased shares(1)	$	180,000	$	144,000
Reissuance of treasury stock	200		782


(1)	The first quarter of fiscal 2016 includes the settlement of the $20.0 million equity forward contract related to the above-referenced August 2015 ASR and does not include the $40.0 million equity forward contract related to the above-referenced December 2015 ASRs.