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): February 23, 2017
SYNOPSYS, INC.
(Exact name of Registrant as specified in charter)
Delaware | 000-19807 | 56-1546236 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
690 East Middlefield Road
Mountain View, California 94043
(Address of principal executive offices)
Registrants telephone number, including area code: (650) 584-5000
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01 | Other Events. |
On February 23, 2017, Synopsys, Inc. (Synopsys) issued a press release announcing its entry into an accelerated share repurchase agreement with Wells Fargo Bank NA, to repurchase an aggregate of $100 million of Synopsys common stock. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
Exhibit |
Exhibit Title | |
99.1 | Press release dated February 23, 2017 announcing Synopsys, Inc.s entry into a $100 million accelerated share repurchase agreement. |
SIGNATURES
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.
SYNOPSYS, INC. | ||||||
Dated: February 23, 2017 |
By: | /s/ JOHN F. RUNKEL, JR. | ||||
John F. Runkel, Jr. | ||||||
General Counsel and Corporate Secretary |
INDEX TO EXHIBITS
Exhibit |
Exhibit Title | |
99.1 | Press release dated February 23, 2017 announcing Synopsys, Inc.s entry into a $100 million accelerated share repurchase agreement. |
Exhibit 99.1
PRESS RELEASE
Investor Contact:
Lisa L. Ewbank
Synopsys, Inc.
650-584-1901
Synopsys-ir@synopsys.com
Editorial Contact:
Carole Murchison
Synopsys, Inc.
650-584-4632
carolem@synopsys.com
Synopsys Initiates $100 Million Accelerated Share Repurchase Agreement
MOUNTAIN VIEW, Calif. February 23, 2017 Synopsys, Inc. (Nasdaq: SNPS) today announced that it has entered into an accelerated share repurchase agreement (ASR) with Wells Fargo Bank NA, to repurchase an aggregate of $100 million of Synopsys stock. The agreement is in addition to the December 2016 $100 million ASR that was settled on February 16, 2017.
Under the terms of the ASR, Synopsys will receive an aggregate initial share delivery of approximately 1.12 million shares, with the remainder to be settled on or before May 17, 2017, upon completion of the repurchase. The specific number of shares that Synopsys ultimately repurchases under the ASR will be based on Synopsys volume-weighted average share price during the repurchase period, less a discount.
About Synopsys
Synopsys, Inc. (Nasdaq: SNPS) is the Silicon to Software partner for innovative companies developing the electronic products and software applications we rely on every day. As the worlds 15th largest software company, Synopsys has a long history of being a global leader in electronic design automation (EDA) and semiconductor IP and is also growing its leadership in software security and quality solutions. Whether youre a system-on-chip (SoC) designer creating advanced semiconductors, or a software developer writing applications that require the highest security and quality, Synopsys has the solutions needed to deliver innovative, high-quality, secure products. Learn more at www.synopsys.com.
Safe Harbor for Forward-Looking Statements
This press release contains forward-looking statements, including statements regarding the expected settlement of the ASR. Forward-looking statements are subject to both known and unknown risks and uncertainties that may cause actual results to differ materially from those expressed or implied in the forward-looking statements. These risks and uncertainties include, among others: the market price of Synopsys common stock during the repurchase period; the ability of Wells Fargo Bank NA to buy or borrow shares of Synopsys common stock; and the impact of global and regional economic and market conditions, including illiquidity and other risks of instability in the banking and financial services industry. Other risks and uncertainties that may apply are set forth in the Risk Factors section of Synopsys most recently filed Quarterly Report on Form 10-Q. Synopsys assumes no obligation to update any forward-looking statement contained in this press release.
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