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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
ANSOFT CORPORATION
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(NAME OF ISSUER)
Common Stock, $0.01 par value share
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(TITLE OF CLASS OF SECURITIES)
036384 10 5
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(CUSIP NUMBER)
Dr. Ulrich L. Rohde Dr. Meta Rohde
c/o Compact Software, Inc. c/o Compact Software, Inc.
201 McLean Blvd. 201 McLean Blvd.
Paterson, NJ 07504 Paterson, NJ 07504
(201) 881-1200 (201) 881-1200
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(NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON
AUTHORIZED TO RECEIVE NOTICES AND COMMUNICATIONS)
April 9, 1997
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(DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [__].
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-l(a) for other parties to whom copies are to
be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not bee
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
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(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS:
Dr. Ulrich L. Rohde (SS#: ###-##-####)
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
(a) [ ]
(b) [ ]
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(3) SEC USE ONLY
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(4) SOURCE OF FUNDS*
OO
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(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e)
[ ]
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(6) CITIZENSHIP OR PLACE OF ORGANIZATION
New Jersey
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(7) SOLE VOTING POWER
0
Number of ---------------------------------------------
Shares
Beneficially (8) SHARED VOTING POWER
Owned by 1,272,728
Each Reporting
Person --------------------------------------------
With (9) SOLE DISPOSITIVE POWER
0
--------------------------------------------
(10) Shared Dispositive Power
1,272,728
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(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,272,728
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(12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES*
[ ]
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(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
14.16%
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(14) TYPE OF REPORTING PERSON* IN
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(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS:
Dr. Meta Rohde (SS#: ###-##-####)
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
(a) [ ]
(b) [ ]
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(3) SEC USE ONLY
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(4) SOURCE OF FUNDS*
OO
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(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e)
[ ]
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(6) CITIZENSHIP OR PLACE OF ORGANIZATION
New Jersey
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(7) SOLE VOTING POWER
0
Number of ---------------------------------------------
Shares
Beneficially (8) SHARED VOTING POWER
Owned by 1,272,728
Each Reporting
Person --------------------------------------------
With (9) SOLE DISPOSITIVE POWER
0
--------------------------------------------
(10) Shared Dispositive Power
1,272,728
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(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,272,728
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(12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES*
[ ]
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(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
14.16%
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(14) TYPE OF REPORTING PERSON* IN
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ITEM 1. SECURITY AND ISSUER:
This statement relates to shares of common stock, $0.01 par value per
share (the "Common Stock"), of Ansoft Corporation ("Ansoft"). Ansoft's
principal executive office is located at Four Station Square, Suite 660,
Pittsburgh, Pennsylvania 15219.
ITEM 2. IDENTITY AND BACKGROUND:
(a) This statement is being filed on behalf of Dr. Ulrich Rohde, a
newly-elected director and executive vice president of Ansoft, and Dr. Meta
Rohde. Dr. Ulrich Rohde and Dr. Meta Rohde are a married couple who share the
same household. Dr. Ulrich Rohde and Dr. Meta Rohde are the sole shareholders of
Synergy Microwave Corporation.
(b) Both Dr. Ulrich Rohde and Dr. Meta Rohde reside at 52 Hillcrest Drive,
Upper Saddle River, New Jersey 07458.
(c) Dr. Ulrich Rohde's principal occupation is to serve as executive vice
president of Ansoft. Dr. Rohde was named executive vice president of Ansoft and
was elected to Ansoft's board of directors in connection with the acquisition
by Ansoft of all of the outstanding shares of common stock of Compact Software,
Inc. on April 9, 1997. Dr. Ulrich Rohde and Dr. Meta Rohde are the sole
shareholders of Synergy Microwave Corporation.
(d) - (e) Neither Dr. Ulrich Rohde nor Dr. Meta Rohde has, during the last
five years, been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors). Neither Dr. Ulrich Rohde nor Dr. Meta
Rohde has, during the last five years, been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction which resulted in a
judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding
any violations with respect to such laws.
(f) Both Dr. Ulrich Rohde and Dr. Meta Rohde are United States citizens
and residents of the State of New Jersey.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
This statement relates to the acquisition by Dr. Ulrich Rohde of 1,030,909
shares of Common Stock (the "Shares") and Dr. Meta Rohde of 241,819 Shares in a
private placement transaction with Ansoft in connection with the acquisition by
Ansoft of the shares of common stock of Compact Software, Inc., a closely-held
corporation acquired by Ansoft on April 9, 1997 ("Compact"). Dr. Ulrich Rohde
was the majority shareholder of Compact prior to the acquisition by Ansoft and
Dr. Meta Rohde held the remaining minority interest. Both Dr. Ulrich Rohde and
Dr. Meta Rohde acquired the Shares as partial consideration for the common stock
of Compact held by each of them prior to the acquisition.
ITEM 4. PURPOSE OF TRANSACTION.
The shares of Ansoft common stock owned by Dr. Ulrich Rohde and Dr.
Meta Rohde are being held for investment purposes. Neither Dr. Ulrich Rohde nor
Dr. Meta Rohde presently has any plans or proposals which relate to, or would
result in, any of the actions enumerated in Item 4 of the instructions to
Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) In computing the percentage of ownership of common stock of Ansoft for
the purposes of this Schedule 13D, the reporting persons have relied upon
Ansoft's Form 10-Q for the period ended January 31, 1997 that was filed with the
Securities and Exchange Commission on March 5, 1997 in which Ansoft reported
that as of March 3, 1997 there were 7,714,859 shares of its common stock
outstanding. As a result of the acquisition of
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Compact Software, Inc. in a stock-for-stock transaction, the number of shares of
Ansoft common stock outstanding based upon the number of shares reported by the
Company to be outstanding has increased by 1,272,728 to 8,987,587. Accordingly,
as of the date hereof, Dr. Ulrich Rohde and Dr. Meta Rohde each beneficially own
1,272,728 shares of Ansoft common stock, or 14.16% of the outstanding shares of
common stock of Ansoft.
(b) Dr. Ulrich Rohde and Dr. Meta Rohde share voting power and dispositive
power with respect to all 1,272,728 shares of common stock of Ansoft acquired
in the transaction.
(c) Neither Dr. Ulrich Rohde nor Dr. Meta Rohde has effected any
transactions in the common stock of Ansoft during the past sixty (60) days,
other than as disclosed above.
(d) To the knowledge of Dr. Ulrich Rohde and Dr. Meta Rohde, no other
person has the right to receive or the power to direct the receipt of dividends
from, or the proceeds from the sale of, any shares of Ansoft common stock
beneficially owned by either of them.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
Not applicable.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
Exhibit I - Joint Filing Agreement............ Filed herewith
SIGNATURE
The undersigned, after reasonable inquiry and to the best of its knowledge
and belief, certifies that the information set forth in this statement on
Schedule 13D is true, complete and correct.
DATE: April 15, 1997
DR. ULRICH ROHDE.
By: /s/ DR. ULRICH ROHDE
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Dr. Ulrich Rohde
DR. META ROHDE
By: /s/ DR. META ROHDE
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Dr. Meta Rohde
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EXHIBIT I
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(f) under the Securities Exchange Act of
1934, the persons named below agree to the joint filing on behalf of each of
them of a Statement on Schedule 13D (including amendments thereto) with respect
to the common stock of Ansoft Corporation and further agree that this Joint
Filing Agreement be included as an Exhibit to such joint filings. In evidence
thereof, the undersigned, being duly authorized, hereby execute this Agreement
this 15th day of April, 1997.
DR. ULRICH ROHDE.
By: /s/ DR. ULRICH ROHDE
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Dr. Ulrich Rohde
DR. META ROHDE
By: /s/ DR. META ROHDE
--------------------------
Dr. Meta Rohde
E-1
