SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
__________
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) of the
SECURITIES EXCHANGE ACT OF 1934
Date of earliest event reported: August 30, 2000
ANSYS, Inc.
(Exact name of registrant as specified in charter)
Delaware 0-20853 04-3219960
(State or other jurisdiction (Commission (IRS employer
of incorporation) file number) identification no.)
275 Technology Drive, Canonsburg, Pennsylvania 15317
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (724) 746-3304
Page 1 of 28 Pages
Exhibit Index appears on Page 4
Portions Amended.
The registrant hereby amends Item 7 of its Current
Report on Form 8-K filed on September 13, 2000 to include
financial statements of businesses acquired and pro forma
financial information in accordance with Item 7(a)(4) within 60
days after the due date of the initial filing. Except as set
forth in Item 7 below, no other changes are made to the Current
Report on Form 8-K filed on September 13, 2000.
Item 7. Financial Statements and Exhibits.
(a) Financial statements of businesses acquired.
Attached as Exhibit 99.2 are the following items:
i) Audited consolidated financial
statements of Pacific Marketing and
Consulting, Inc. as of October 31, 1999
and for the year then ended and Report
of Independent Accountants of
PricewaterhouseCoopers LLP with respect
thereto.
ii) Unaudited condensed consolidated
interim financial statements of Pacific
Marketing and Consulting, Inc.as of
April 30, 2000 and for the six months
ended April 30, 2000 and 1999.
(b) Pro forma financial information.
Attached as Exhibit 99.3 are the following items:
i) Unaudited Pro Forma Condensed Consolidated Balance
Sheet as of June 30, 2000
ii) Unaudited Pro Forma Condensed Consolidated Statement of
Operations for the year ended December 31, 1999
iii) Unaudited Pro Forma Condensed Consolidated Statement of
Operations for the six months ended June 30, 2000
iv) Notes to Unaudited Pro Forma Condensed
Consolidated Financial Statements
(c) Exhibits.
2.1 Agreement and Plan of Merger, dated August 30,
2000, by and among ANSYS, Inc., GenesisOne
Acquisition Corporation, Pacific Marketing and
Consulting, Inc., Christine Schoefer, Michael
Hohmeyer, Wayne Christopher, Mary Jo Hamilton,
Michael Salari, Masoud Doroudian, Diane Poirier,
Devendra Rajwade, Jan Soreide, Vijay Shah, Akila
Diwakar, Philip Diwakar, Alan Magnuson, Forest
Rouse, Vladimir Griaznov, Xiaomin Wang, Jieyong
Xu, Jigen Zhou, Manfred Friedrichs, Carsten
Martens, Reimund Steberl and Armin Wulf.(1,2)
99.1 Press release, dated August 30, 2000(1)
99.2 Consolidated Financial Statements of Pacific
Marketing and Consulting, Inc.(3)
99.3 Unaudited Pro Forma Condensed Consolidated
Financial Statements(3)
(1) Previously filed.
(2) Certain exhibits and schedules to this
Exhibit were omitted in accordance with Item
601(b)(2) of Regulation S-K. A copy of any
omitted exhibit or schedule will be furnished to
the Commission upon request.
(3) Filed herewith
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this amendment to be
signed on its behalf by the undersigned thereunto duly
authorized.
ANSYS, Inc.
/s/ James E. Cashman, III
By: ------------------------
James E. Cashman, III
President and CEO
Dated: November 7, 2000
EXHIBIT INDEX
Exhibit Description
2.1 Agreement and Plan of Merger, dated August 30,
2000, by and among ANSYS, Inc., GenesisOne Acquisition
Corporation, Pacific Marketing and Consulting, Inc.,
Christine Schoefer, Michael Hohmeyer, Wayne
Christopher, Mary Jo Hamilton, Michael Salari, Masoud
Doroudian, Diane Poirier, Devendra Rajwade, Jan
Soreide, Vijay Shah, Akila Diwakar, Philip Diwakar,
Alan Magnuson, Forest Rouse, Vladimir Griaznov, Xiaomin
Wang, Jieyong Xu, Jigen Zhou, Manfred Friedrichs,
Carsten Martens, Reimund Steberl and Armin Wulf.(1)
99.1 Press release, dated August 30, 2000(1)
99.2 Consolidated Financial Statements of Pacific
Marketing and Consulting, Inc.(2)
99.3 Unaudited Pro Forma Condensed Consolidated
Financial Statements(2)
(1) Previously filed.
(2) Filed herewith.