<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For The Quarterly Period Ended October 31, 1997
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _______ to _______
Commission file number 0000849433
ANSOFT CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 72-1001909
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification no.)
Four Station Square, Suite 660
Pittsburgh, Pennsylvania 15219-1119
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (412) 261-3200
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [x] No [ ]
The number of shares of the registrant's Common Stock outstanding as of the
close of business on December 10, 1997 was 9,191,169.
<PAGE> 2
ANSOFT CORPORATION
FORM 10-Q
INDEX
<TABLE>
<CAPTION>
Page
----
<S> <C>
Part I FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets - October 31, 1997
and April 30, 1997 1
Consolidated Statements of Operations - Three and six months
ended October 31, 1997 and 1996 2
Consolidated Statements of Cash Flows - Three and six months
ended October 31, 1997 and 1996 3
Notes to the Consolidated Financial Statements 4
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 5
Part II OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders 9
Item 6. Exhibits and Reports on Form 8-K 9
Signatures 10
</TABLE>
<PAGE> 3
PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
ANSOFT CORPORATION
CONSOLIDATED BALANCE SHEETS
(In thousands)
<TABLE>
<CAPTION>
October 31, April 30,
1997 1997
----------- ----------
<S> <C> <C>
Assets
Current assets:
Cash and cash equivalents $ 1,040 $ 312
Accounts receivable 4,998 4,129
Marketable securities -- 55
Deferred income taxes 680 320
Prepaid expenses and other assets 349 282
------- -------
Total current assets 7,067 5,098
Plant and equipment 2,628 1,995
Marketable securities 2,982 7,095
Other asset 455 3
Deferred taxes - non current 830 800
Intangible asset 7,800 6,960
------- -------
Total assets $21,762 $21,951
======= =======
Liabilities and Stockholders' Equity
Current liabilities:
Line of Credit $ 1,909 $ 4,208
Accounts payable 351 149
Accrued expenses 122 1,017
Accrued wages 234 500
Deferred revenue 1,355 1,160
------- -------
Total current liabilities 3,971 7,034
Other liabilities 196 --
------- -------
Total liabilities 4,167 7,034
Stockholders' equity:
Preferred stock, par value $.01 per share;
1,000 shares authorized, no shares outstanding -- --
Common stock, par value $.01 per share;
25,000 authorized shares; issued and
outstanding 9,178 and 8,989
shares, respectively 92 90
Additional paid-in capital 25,170 24,310
Net unrecognized gain (loss) on
marketable securities 131 (44)
Accumulated deficit (7,798) (9,439)
------- -------
Total stockholders' equity 17,595 14,917
------- -------
Total liabilities and stockholders' equity $21,762 $21,951
======= =======
</TABLE>
See accompanying notes to the consolidated financial statements.
Page 1
<PAGE> 4
ANSOFT CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
<TABLE>
<CAPTION>
Three months ended October 31, Six months ended October 31,
1997 1996 1997 1996
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Revenues:
License $ 4,891 $ 2,850 $ 8,907 $ 4,811
Service and other 1,393 484 2,712 841
---------- ---------- ---------- ---------
Total revenue 6,284 3,334 11,619 5,652
Costs and expenses:
Sales and marketing 2,867 1,919 5,424 3,348
Research and development 1,864 749 3,374 1,247
General and administrative 597 355 1,067 649
Amortization 376 136 690 136
In process research and development (1) -- -- -- 3,054
---------- ---------- ---------- ---------
Total costs and expenses 5,704 3,159 10,555 8,434
---------- ---------- ---------- ---------
Income (loss) from operations 580 175 1,064 (2,782)
Interest income 143 212 300 432
Interest expense (47) (54) (113) (54)
---------- ---------- ---------- ---------
Income (loss) before income taxes 676 333 1,251 (2,404)
Income taxes 220 -- 390 --
---------- ---------- ---------- ---------
Net income (loss) $ 896 $ 333 $ 1,641 $ (2,404)
========== ========== ========== =========
Net income (loss) per share $ 0.09 $ 0.04 $ 0.17 $ (0.31)
========== ========== ========== =========
Weighted average shares outstanding 10,121 8,170 9,859 7,878
========== ========== ========== =========
</TABLE>
(1) On July 24, 1996, Ansoft acquired MSC's EBU. The allocation of the
estimated fair value of the net assets acquired resulted in an in process
research and development charge of $3.1 million because certain acquired
technology had not reached technological feasibility.
Page 2
<PAGE> 5
ANSOFT CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
<TABLE>
<CAPTION>
Six months ended October 31,
1997 1996
---------- -----------
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $ 1,641 $ (2,404)
Adjustments to reconcile net loss to
net cash provided by operating activities:
Purchased in process research and development -- 3,054
Depreciation 270 133
Amortization 690 153
Deferred taxes (390) --
Changes in assets and liabilities:
Accounts receivable (869) (821)
Prepaid expenses and other assets (67) (45)
Other long-term assets (452) 13
Accounts payable 202 (88)
Accrued wages and expenses (1,319) (81)
Deferred revenue 195 66
---------- ----------
Net cash provided by operating activities (99) (20)
---------- ----------
Cash flows from investing activities:
Purchases of plant and equipment (676) (340)
Investment in acquired businesses (660) (5,600)
Sale (purchase) of marketable securities
available for sale, net 4,343 (8,592)
---------- ----------
Net cash used in investing activities 3,007 (14,532)
---------- ----------
Cash flows from financing activities:
Proceeds from (payments on) line of credit, net (2,299) 4,169
Proceeds from the issuance of common stock, net 119 41
---------- ----------
Net cash provided by (used in) financing activities (2,180) 4,210
---------- ----------
Net increase (decrease) in cash and
cash equivalents 728 (10,342)
Cash and cash equivalents at beginning of period 312 10,728
---------- ----------
Cash and cash equivalents at end of period $ 1,040 $ 386
========== ==========
Supplemental disclosures of cash flow information:
Cash paid for interest $ 113 $ 54
========== ==========
Cash paid for income taxes $ 29 $ 10
========== ==========
</TABLE>
See accompanying notes to the consolidated financial statements.
Page 3
<PAGE> 6
ANSOFT CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of Presentation
The unaudited consolidated financial statements include the accounts
of the Company and its wholly owned subsidiaries. All significant intercompany
accounts and transactions have been eliminated. In the opinion of management,
all adjustments (consisting only of normal recurring adjustments) necessary for
a fair presentation of financial position and results of operations have been
made. Operating results for interim periods are not necessarily indicative of
results which may be expected for a full year. The information included in this
Form 10-Q should be read in conjunction with Management's Discussion and
Analysis of Financial Condition and Results of Operations and the fiscal year
ended April 30, 1997 financial statements and notes thereto included in the
Company's annual report on Form 10-K filed with the Commission.
The preparation of the financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets, liabilities,
revenues and expenses and disclosure of contingent assets and liabilities. The
estimates and assumptions used in the accompanying financial statements are
based on management's evaluation of the relevant facts and circumstances as of
the date of the financial statements. Actual results may differ from those
estimates.
(2) Borrowings
The Company has available a secured line of credit from a domestic
financial institution at an interest rate varying from a minimum of 2% below
the Broker's Call Rate to a maximum equaling the Broker's Call Rate. The line
of credit is secured by the marketable securities held with the institution. As
of October 31, 1997, the outstanding balance was $1.9 million and the interest
rate charged was 6.5%. The availability of the unused line of credit,
approximately $30,000 as of October 31, 1997, is subject to certain borrowing
base requirements.
(3) Recent Accounting Pronouncements
In February 1997, SFAS No. 128 "Earnings Per Share" was issued by the
Financial Accounting Standards Board. SFAS 128 specifies modifications to the
calculation of earnings per share from that currently used by the Company.
Under SFAS 128, "basic earnings per share" will be calculated based upon the
weighted average number of common shares actually outstanding, and "diluted
earnings per share" will be calculated based upon the weighted average number
of common shares outstanding and other potential common shares if they are
dilutive. SFAS 128 is effective for the Company's third quarter of fiscal 1998
and will be adopted at that time. Prior periods will be restated. Had the
Company determined earnings per share in accordance with SFAS 128, basic
earnings (loss) per share for the first six months of fiscal 1998 and 1997
ended October 31, 1997 would have been $0.18 and $(0.31), respectively, and
diluted earnings per share would have been $0.17 and $(0.31), respectively.
SFAS No. 130, "Reporting Comprehensive Income," and SFAS No. 131,
"Disclosures about Segments of an Enterprise and Related Information," are
effective for the year ended April 30, 1999. The Registrant does not believe
these statements will have a material impact on its financial statements.
On October 27, 1997, the American Institute of Certified Public
Accountants issued Statement of Position 97-2, which supersedes SOP 91-1,
Software Revenue Recognition. The adoption of the provisions of SOP 97-2 is not
expected to have a material effect on the Company's consolidated results of
operations. The Company intends to adopt the provisions of SOP 97-2 effective
for transactions entered into after October 31, 1997.
Page 4
<PAGE> 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The following Management's Discussion and Analysis of Financial
Condition and Results of Operations contains certain forward-looking statements
that involve substantial risks and uncertainties. When used in this Prospectus,
the words "anticipate," "plan," "believe," "estimate," "expect" and similar
expressions as they relate to the Company or its management are intended to
identify such forward-looking statements. The Company's actual results,
performance or achievements could differ materially from the results expressed
in, or implied by, these forward-looking statements. Factors that could cause
or contribute to such differences include those discussed in "Risk Factors"
section included in the Company's Registration Statement on Form S-1 filed with
the Securities and Exchange Commission on November 13, 1997 and the report on
Form 10-K for the fiscal year ended April 30, 1997.
Overview
Ansoft Corporation ("Ansoft" or the "Company") develops, markets and
supports electronic design automation ("EDA") software based on fundamental
electromagnetic principles. The Company's software is used by engineers in the
design of high performance electronic devices and systems, such as cellular
phones, communications systems, computer circuit boards and motors. As the
marketplace demands higher levels of system performance and miniaturization,
the need to model accurately the electromagnetic interaction in communications,
computer devices and electromechanical components and systems is becoming
increasingly important, yet traditional EDA tools do not provide accurate
modeling of electromagnetic interaction. By using the Company's software,
companies can more easily predict electromagnetic interaction in such systems
and components, thus reducing time to market and simultaneously lowering design
and manufacturing costs. The Company's products are used by design engineers in
a wide range of industries, particularly the rapidly evolving wireless
communications and RF (radio frequency) markets as well as the semiconductor,
computer, automotive and consumer electronics industries.
License revenue consists principally of revenue from the licensing of
the Company's software and is generally recognized when the software has been
shipped and there are no significant remaining obligations. Service revenue
consists of maintenance fees for providing system updates, user documentation
and technical support for software products, and is recognized ratably over the
term of the maintenance agreement. Other revenue consists primarily of revenue
earned on development contracts with government-sponsored entities. Revenue
under these arrangements is recognized as the service is performed.
In accordance with Statement of Financial Accounting Standards (SFAS)
No. 86, the Company has evaluated the establishment of technological
feasibility of its various products during the development phase. Due to the
dynamic changes in the market, the Company has concluded that it cannot
determine, with any reasonable degree of accuracy, technological feasibility
until the development phase of the project is nearly complete. The time period
during which costs could be capitalized from the point of reaching
technological feasibility until the time of general product release is
generally very short and, consequently, the amounts that could be capitalized
pursuant to SFAS No. 86 are not material to the Company's financial position or
results of operations. Therefore, the Company charges all research and
development expenses to operations in the period incurred.
Effective July 24, 1996, April 9, 1997 and August 8, 1997, the Company
acquired the Electronic Business Unit (the "EBU") of The MacNeal Schwendler
Company ("MSC"), Compact Software Inc. ("Compact"), and Boulder Microwave
Technologies, Inc. ("Boulder"), respectively. The cost of these acquisitions
has been allocated on the basis of the estimated fair value of the assets
acquired and the liabilities assumed. The allocation of the EBU and Compact
acquisitions resulted in charges of $3.1 million and $5.7 million recorded,
respectively, in fiscal 1997 based on the future expected cash flows of certain
acquired in process research and development that had not reached technological
feasibility. The acquisitions have been accounted for as purchases, and their
respective financial results have been included in the accompanying
consolidated financial statements since the date of their respective
acquisitions.
Page 5
<PAGE> 8
Results of Operations
The following table sets forth the percentage of total revenue of each
item in the Company's consolidated statements of operations:
<TABLE>
<CAPTION>
Three months ended October 31, Six months ended October 31,
1997 1996 1997 1996
-------- -------- ------- --------
<S> <C> <C> <C> <C>
Revenues:
License 77% 85% 77% 85%
Service and other 23 15 23 15
-------- -------- ------- --------
Total revenue 100 100 100 100
Costs and expenses:
Sales and marketing 46 58 47 59
Research and development 30 22 29 22
General and administrative 9 11 9 12
Amortization 6 4 6 2
In process research and development -- -- -- 54
-------- -------- ------- -------
Total costs and expenses 91 95 91 149
-------- -------- ------- -------
Income (loss) from operations 9 5 9 (49)
Interest income 2 5 2 7
-------- -------- ------- -------
Income (loss) before income taxes 11 10 11 (42)
Income taxes 3 -- 3 --
-------- -------- ------- -------
Net income (loss) 14% 10% 14% (42)%
======== ======== ======= =======
</TABLE>
Comparison of The Three and Six Months Ended October 31, 1997 and 1996
Revenue. Total revenue in the three-month period ended October 31,
1997 increased 88% to $6.3 million from $3.3 million in the comparable period
of the preceding fiscal year. Total revenue in the six-month period ended
October 31, 1997 increased 105% to $11.6 million from $5.7 million in the
comparable period of the preceding fiscal year. The increase is primarily due
to increases in license revenue. License revenue during the three-month period
ended October 31, 1997 increased 72% to $4.9 million from $2.9 million during
the comparable period in the prior fiscal year. License revenue during the
six-month period ended October 31, 1997 increased 85% to $8.9 million from $4.8
million during the comparable period in the prior fiscal year. The growth of
license revenue is attributable to the continued increase in sales of existing
Ansoft products as well as sales of the expanded suite of products offered by
Ansoft as a result of the acquisitions. The increase in service and other
revenue is attributable to an increase in revenue recognized under research and
development cost sharing agreements as well as the continued growth of the
installed base of customers and increased focus on marketing annual maintenance
agreements.
International revenue accounted for 44% and 40% of the Company's total
product revenue in the three-month period ended October 31, 1997 and 1996,
respectively. International revenue accounted for 48% and 39% of the Company's
total product revenue in the six-month period ended October 31, 1997 and 1996,
respectively.
The Company entered into a distribution arrangement with HP under
which HP formerly distributed the Company's HFSS product on an exclusive basis
(the "HP Agreement"). The HP Agreement has since expired, although HP retains
the right to distribute HFSS 4.0 through January 1998. The Company currently
sells the latest version of its HFSS product, Ansoft HFSS 5.0, through its own
sales force and other distributors. Revenue from the HP Agreement accounted for
6% and 11% of total revenue in the three-month period ended October 31, 1997
and 1996, respectively. Revenue from the HP Agreement accounted for 6% and 13%
of total revenue in the six-month period ended October 31, 1997 and 1996,
respectively. The Company expects that HP will account for a decreasing
percentage of its total revenues over the next three months. Management
believes that the expiration of the HP Agreement will not have a material
adverse effect on the consolidated financial condition or results of
operations.
Page 6
<PAGE> 9
Sales and marketing expenses. Sales and marketing expenses consist of
salaries, commissions paid to internal sales and marketing personnel and
international distributors, promotional costs and related operating expenses.
Sales and marketing expenses increased by 49% to $2.9 million in the
three-month period ended October 31, 1997, as compared to $1.9 million in the
same period in the previous fiscal year. Sales and marketing expenses increased
by 62% to $5.4 million in the six-month period ended October 31, 1997, as
compared to $3.3 million in the same period in the previous fiscal year. The
increase is attributable to an increase in the Company's sales force as a
result of the acquisitions as well as increased marketing efforts, including
advertising in trade publications and increased participation in industry trade
shows. Sales and marketing expenses represented 46% and 58% of total revenue in
the three-month period ended October 31, 1997 and 1996, respectively. Sales and
marketing expenses represented 47% and 59% of total revenue in the six-month
period ended October 31, 1997 and 1996, respectively. The Company expects to
increase sales and marketing expenditures both domestically and internationally
as part of its continuing effort to expand its markets, introduce new products,
build marketing staff and programs and expand its international presence.
Research and development expenses. Research and development expenses
include all costs associated with the development of new products and
enhancements to existing products. Research and development expenses for the
three-month period ended October 31, 1997 increased 149% to $1.9 million, as
compared to $749,000 for the same period in the previous fiscal year. Research
and development expenses for the six-month period ended October 31, 1997
increased 171% to $3.4 million, as compared to $1.2 million for the same period
in the previous fiscal year. The increase is due to increased research and
development personnel primarily as a result of the acquisitions. Research and
development expenses represented 30% and 22% of total revenue in the
three-month period ended October 31, 1997 and 1996, respectively. Research and
development expenses represented 29% and 22% of total revenue in the six-month
period ended October 31, 1997 and 1996, respectively. The Company anticipates
that research and development expenses will increase in absolute dollars in
future periods.
General and administrative expenses. General and administrative
expenses for the three-month period ended October 31, 1997 increased 68% to
$597,000, as compared to $355,000 for the same period in the previous fiscal
year. General and administrative expenses for the six-month period ended
October 31, 1997 increased 64% to $1.1 million, as compared to $649,000 for the
same period in the previous fiscal year. The increase is due to additional
costs required to support the increase in operations, including the hiring of
additional administrative personnel. General and administrative expenses
represented 9% and 11% of total revenue in the three-month period ended October
31, 1997 and 1996, respectively. General and administrative expenses
represented 9% and 12% of total revenue in the six-month period ended October
31, 1997 and 1996, respectively. The Company anticipates that general and
administrative expenses will increase in absolute dollars in future periods.
Amortization expense. Amortization expense for the three-month period
ended October 31, 1997 increased to $376,000, as compared to $136,000 for the
same period in the previous fiscal year. Amortization expense for the six-month
period ended October 31, 1997 increased to $690,000, as compared to $136,000
for the same period in the previous fiscal year. The increase is due to the
amortization of the additional intangible assets acquired during fiscal 1997
and fiscal 1998.
Acquired in process research and development expenses. On July 24,
1996, the Company acquired the EBU for $5.6 million in cash. The cost of the
acquisition has been allocated on the basis of the estimated fair value of the
assets acquired and the liabilities assumed. The allocation of the cost of the
acquisition resulted in an in process research and development charge of $3.1
million based on the future expected cash flows of certain acquired in process
research and development that had not reached technological feasibility.
Interest (net). Interest income for the three-month period ended
October 31, 1997 decreased to $143,000, compared to $212,000 for the same
period in the previous fiscal year. Interest income for the six-month period
ended October 31, 1997 decreased to $300,000, compared to $432,000 for the same
period in the previous fiscal year. Interest income decreased due to the use of
cash in partial payment for the fiscal 1997 and fiscal 1998 acquisitions.
Page 7
<PAGE> 10
Interest expense for the three-month period ended October 31, 1997 was $47,000,
compared to $54,000 for the same period in the previous fiscal year. Interest
expense for the six-month period ended October 31, 1997 increased to $113,000,
compared to $54,000 for the same period in the previous fiscal year. Interest
expense increased due to increased borrowing by the Company.
Income taxes. In the three and six-month period ended October 31,
1997, the Company recorded a net income tax benefit of $220,000 and $390,000,
respectively, resulting from the partial recognition of previously unrecognized
deferred tax assets in accordance with the Financial Accounting Standards
Board's SFAS No. 109, "Accounting for Income Taxes." The Company's net deferred
tax asset of $1.5 million as of October 31, 1997, consists primarily of net
operating loss carryforwards for federal income tax purposes, which are
available to offset future taxable income, and expire in increments beginning
in April 2004, through April 2012.
Liquidity and Capital Resources
As of October 31, 1997, the Company had $1.0 million in cash and cash
equivalents. Net cash used in operating activities was $99,000 and $20,000 in
the first six months ended October 31, 1997 and 1996, respectively.
Net cash used in (provided by) investing activities was $3.0 million
and $(14.5) million in the six months ended October 31, 1997 and 1996,
respectively. During the six months ended October 31, 1997, the Company
(purchased) sold marketable securities of $4.3 million and $(8.6) million,
respectively. The Company used $660,000 (net of cash acquired) in the
acquisition of Boulder in the first six months of fiscal 1998 and $5.6 million
in the EBU acquisition in the first six months of fiscal 1997.
Capital expenditures, consisting primarily of purchases of computer
equipment, were $676,000 and $340,000 in the six months ended October 31, 1997
and 1996, respectively. The Company expects that purchases of computer
equipment will increase as the Company's employee base grows.
Net cash provided by financing activities includes proceeds from the
issuance of Common Stock and stockholders advances totaling $119,000 and
$41,000 in the six months ended October 31, 1997 and 1996, respectively. During
the six months ended October 31, 1997, the Company repaid $2.3 million on its
line of credit with a financial institution. During the six months ended
October 31, 1996, the Company borrowed $4.2 million on its secured line of
credit which was used primarily as part of the cash payment for the
acquisitions.
As of October 31, 1997, the Company had working capital of $3.1
million. The Company also has available an unused portion of a secured line of
credit with a financial institution at an interest rate varying from a minimum
of 2% below the Broker Call Rate to a maximum equaling the Broker Call Rate.
The line of credit is collateralized by marketable securities owned by the
Company. As of October 31, 1997, $1.9 million was outstanding under the line
of credit with approximately $30,000 available for borrowing on this line of
credit. The total funds that may be available for borrowing may vary as the
market value of the underlying securities varies.
On November 13, 1997 the Company filed a Registration Statement on
Form S-1 with the Securities and Exchange Commission relating to a proposed
public offering of 3,500,000 shares of Common Stock, plus an additional 525,000
shares of Common Stock to be sold by the Company if the underwriters fully
exercise their over-allotment option. Of the total, 950,000 shares will be
offered by selling stockholders. Net proceeds will be used for general working
capital purposes including repayment of indebtedness. The securities to be sold
by the Company represent new financing. As of the date hereof, the offering has
not yet commenced.
Page 8
<PAGE> 11
PART II OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
The Company's annual meeting of shareholders was held on August 9, 1997 at
which the actions below were taken:
1. The shareholders elected the following five directors to the Company's
Board of Directors, by the votes indicated below, to serve for the ensuing
year.
<TABLE>
<CAPTION>
Shares in Shares
Name Favor Against
---- --------- -------
<S> <C> <C>
Zoltan J. Cendes, Ph.D. 8,289,082 32,700
Nicholas Csendes 8,289,082 32,700
Thomas A.N. Miller 8,289,082 32,700
Ulrich L. Rohde, Ph.D. 8,287,082 34,700
John N. Whelihan 8,289,082 32,700
Jacob K. White, Ph.D. 8,287,082 34,700
</TABLE>
2. Shareholders approved an amendment to the Company's certificate of
incorporation to increase authorized common stock from 10,000,000 shares
to 25,000,000 shares as follows: 7,980,392 shares were voted in favor,
202,650 shares were voted in opposition, and 2,050 votes abstained.
3. The appointment of KPMG Peat Marwick, LLP as the Company's independent
auditors for the fiscal year ending April 30, 1998 was ratified as
follows: 8,309,032 shares were voted in favor, 5,300 shares were voted in
opposition, and 7,450 votes abstained.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) The exhibits filed as part of this Quarterly Report on Form 10-Q are
listed below and are incorporated herein by reference:
Exhibit No.
11.1 Statement regarding computation of per share earnings.
27.1 Financial Data Schedule.
(b) No reports on Form 8-K during the period from July 31, 1997 to October 31,
1997.
Page 9
<PAGE> 12
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Date December 12, 1997
ANSOFT CORPORATION
By: /s/ Nicholas Csendes
----------------------------------
Nicholas Csendes
President and Chief Executive Officer
By: /s/ Anthony L. Ryan
----------------------------------
Anthony L. Ryan
Chief Financial Officer
Page 10
<PAGE> 1
EXHIBIT 11.1
STATEMENT RE PER SHARE EARNINGS (1)
<TABLE>
<CAPTION>
Three months ended October 31, Six months ended October 31,
1997 1996 1997 1996
---------- --------- -------- ---------
<S> <C> <C> <C> <C>
Net income (loss) $ 896 $ 333 $ 1,641 $ (2,404)
========== ========= ======== =========
Common and Common Equivalent Shares:
Weighted average number of shares of
common stock outstanding 9,130 7,647 9,059 7,642
Weighted average common
equivalent shares outstanding 991 523 800 235
---------- --------- -------- ---------
Weighted average number of shares of
common and common equivalent
stock outstanding 10,121 8,170 9,859 7,878
========== ========= ======== =========
Net income (loss) per share $ 0.09 $ 0.04 $ 0.17 $ (0.31)
========== ========= ======== =========
</TABLE>
(1) Fully diluted net income per share has not been separately presented, as
the amounts would not be materially different from primary net income per
share.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED STATEMENT OF INCOME FOR THE 6-MOS ENDED OCTOBER 31, 1997 AND THE
BALANCE SHEET AT OCTOBER 31, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000849433
<NAME> ANSOFT CORPORATION
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> APR-30-1998
<PERIOD-START> MAY-01-1997
<PERIOD-END> OCT-31-1997
<CASH> 1040
<SECURITIES> 2982
<RECEIVABLES> 2628
<ALLOWANCES> 125
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