<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, 1998
[ ] 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 000-27874
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, 1998 was 11,563,069.
<PAGE> 2
ANSOFT CORPORATION
FORM 10-Q
INDEX
<TABLE>
<CAPTION>
Page
----
Part I FINANCIAL INFORMATION
<S> <C> <C>
Item 1. Financial Statements
Consolidated Balance Sheets - October 31, 1998
and April 30, 1998 1
Consolidated Statements of Operations - Three and six months
ended October 31, 1998 and 1997 2
Consolidated Statements of Cash Flows - Six months
ended October 31, 1998 and 1997 3
Notes to the Consolidated Financial Statements 4
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 6
Part II OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders 10
Item 6. Exhibits and Reports on Form 8-K 11
Signatures 11
</TABLE>
<PAGE> 3
PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
ANSOFT CORPORATION
CONSOLIDATED BALANCE SHEETS
(In thousands)
<TABLE>
<CAPTION>
October 31, April 30,
1998 1998
------------- ---------
(Unaudited)
<S> <C> <C>
Assets
Current assets
Cash and cash equivalents $ 2,821 $ 20,677
Marketable securities 13,864 --
Accounts receivable 6,539 7,465
Deferred income taxes 1,320 2,145
Prepaid expenses and other assets 693 536
-------- --------
Total current assets 25,237 30,823
Plant and equipment 3,294 3,097
Marketable securities 7,163 6,703
Other asset 262 260
Deferred taxes - non current 1,736 --
Intangible asset 7,601 8,297
-------- --------
Total assets $ 45,293 $ 49,180
======== ========
Liabilities and stockholders' equity
Current liabilities
Accounts payable $ 503 $ 534
Accrued expenses 75 264
Income taxes 371 286
Accrued wages 129 347
Deferred revenue 2,038 1,813
-------- --------
Total current liabilities 3,116 3,244
Deferred taxes - non current -- 237
Other liabilities 161 179
-------- --------
Total liabilities 3,277 3,660
Stockholders' equity
Preferred stock
Common stock 116 115
Additional paid-in capital 50,847 50,728
Treasury stock (810) --
Other accumulated comprehensive income (loss) (489) 43
Accumulated deficit (7,648) (5,366)
-------- --------
Total stockholders' equity 42,016 45,520
Total liabilities and stockholders' equity $ 45,293 $ 49,180
======== ========
</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)
(Unaudited)
<TABLE>
<CAPTION>
Three months ended October 31, Six months ended October 31,
1998 1997 1998 1997
-------- ------- -------- --------
<S> <C> <C> <C> <C>
Revenues
License $ 3,977 $ 4,891 $ 7,216 $ 8,907
Service and other 1,524 1,393 3,439 2,712
-------- ------- -------- -------
Total revenue 5,501 6,284 10,655 11,619
Costs and expenses
Sales and marketing 4,072 2,867 8,324 5,424
Research and development 2,106 1,864 4,172 3,374
General and administrative 695 597 1,330 1,067
Amortization 434 376 856 690
-------- ------- -------- -------
Total costs and expenses 7,307 5,704 14,682 10,555
-------- ------- -------- -------
Income (loss) from operations (1,806) 580 (4,027) 1,064
Other income, net 416 96 795 187
-------- ------- -------- -------
Income (loss) before income taxes (1,390) 676 (3,232) 1,251
Income tax benefit 400 220 950 390
-------- ------- -------- -------
Net income (loss) $ (990) $ 896 $ (2,282) $ 1,641
======== ======= ======== =======
Net income (loss) per share
Basic $ (0.09) $ 0.10 $ (0.20) $ 0.18
======== ======= ======== =======
Diluted $ (0.09) $ 0.09 $ (0.20) $ 0.17
======== ======= ======== =======
Weighted average shares used in calculation
Basic 11,453 9,130 11,488 9,060
======== ======= ======== =======
Diluted 11,453 10,121 11,488 9,859
======== ======= ======== =======
</TABLE>
See accompanying notes to the consolidated financial statements.
Page 2
<PAGE> 5
ANSOFT CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
<TABLE>
<CAPTION>
Six months ended October 31
1998 1997
--------- --------
<S> <C> <C>
Cash flows from operating activities
Net income (loss) $ (2,282) $ 1,641
Adjustments to reconcile net income to net cash
provided by operating activities
Depreciation 420 270
Amortization 856 690
Deferred taxes (1,148) (390)
Changes in assets and liabilities
Accounts receivable 926 (869)
Prepaid expenses and other assets (157) (67)
Other assets and liabilities (20) (452)
Accounts payable (31) 202
Accrued wages and expenses (322) (1,319)
Deferred revenue 225 195
-------- -------
Net cash used in operating activities (1,533) (99)
-------- -------
Cash flows from investing activities
Purchases of plant and equipment (617) (676)
Investment in acquired businesses (160) (660)
Sale (purchases) of marketable securities (14,785) 4,343
-------- -------
Net cash provided by (used in) investing
activities (15,562) 3,007
-------- -------
Cash flows from financing activities
Proceeds from line of credit, net -- (2,299)
Purchase of treasury stock (810) --
Proceeds from the issuance of common stock, net 120 119
-------- -------
Net cash provided by (used in) financing activities (690) (2,180)
Effect of exchange rate (71) --
-------- -------
Net increase (decrease) in cash and cash
equivalents (17,856) 728
Cash and cash equivalents at beginning of period 20,677 312
-------- -------
Cash and cash equivalents at end of period $ 2,821 $ 1,040
======== =======
Supplemental disclosures of cash flow information
Cash paid for interest $ 8 $ 113
======== =======
Cash paid for income taxes $ 27 $ 29
======== =======
</TABLE>
See accompanying notes to the consolidated financial statements.
Page 3
<PAGE> 6
ANSOFT CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
(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, 1998 consolidated financial statements and notes thereto
included in the Company's annual report on Form 10-K filed with the Commission.
The preparation of the consolidated 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 consolidated
financial statements are based on management's evaluation of the relevant facts
and circumstances as of the date of the consolidated 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 Call Rate to a maximum equaling the Broker Call Rate. The line of credit
is secured by the marketable securities held with the institution. As of October
31, 1998, there was no outstanding balance on the line of credit.
(3) Comprehensive income (loss)
On May 1, 1998, the Company adopted Statement of Financial Accounting
Standards No. 130, "Reporting Comprehensive Income" ("SFAS 130"), which
establishes requirements for disclosure of comprehensive income. The objective
of SFAS 130 is to report all changes in equity that result from transactions and
economic events other than transactions with owners. Comprehensive income is the
total of net income and all other non-owner changes in equity. Adoption of SFAS
130 did not impact the Company's consolidated financial position, results of
operations or cash flows for the six months ended October 31, 1998 and 1997. The
reconciliation of net income (loss) to comprehensive income (loss) is as follows
(in thousands):
<TABLE>
<CAPTION>
Six Months Ended October 31,
1998 1997
---- ----
<S> <C> <C>
Net income (loss) $(2,282) $1,641
Unrealized gain (loss) on marketable securities (461) 131
Foreign currency translation adjustments (71) --
------- ------
Comprehensive income (loss) $(2,814) $1,772
======= ======
</TABLE>
Page 4
<PAGE> 7
(4) Net income (loss) per share
"Basic earnings (loss) per share" is calculated based upon the weighted
average number of common shares actually outstanding, and "diluted earnings per
share" is calculated based upon the weighted average number of common shares
outstanding and other potential common shares if they are dilutive.
The following is a reconciliation of the numerators and denominators of
the basic and diluted EPS computations for the periods presented:
<TABLE>
<CAPTION>
Income Per share
(loss) Shares amount
------ ------ ------
<S> <C> <C> <C>
Three months ended October 31, 1998
-----------------------------------
Basic net income (loss) per share ............ $ (990) 11,453 $ (0.09)
Effect of dilutive securities:
Stock options ............................. -- -- --
------- ------ -----
Diluted net income (loss) per share .......... $ (990) 11,453 $ (0.09)
======= ====== ========
Three months ended October 31, 1997
-----------------------------------
Basic net income (loss) per share ............ $ 896 9,130 $ 0.10
Effect of dilutive securities:
Stock options ............................. -- 991 (0.01)
------- ------ --------
Diluted net income (loss) per share .......... $ 896 10,121 $ 0.09
======= ====== ========
Income Per share
(loss) Shares amount
------ ------ ------
Six months ended October 31, 1998
---------------------------------
Basic net income (loss) per share ............ $(2,282) 11,488 $ (0.20)
Effect of dilutive securities:
Stock options ............................. -- -- --
------- ------ --------
Diluted net income (loss) per share .......... $(2,282) 11,488 $ (0.20)
======= ====== ========
Six months ended October 31, 1997
---------------------------------
Basic net income (loss) per share ............ $ 1,641 9,060 $ 0.18
Effect of dilutive securities:
Stock options ............................. -- 799 (0.01)
------- ------ --------
Diluted net income (loss) per share .......... $ 1,641 9,859 $ 0.17
======= ====== ========
</TABLE>
Page 5
<PAGE> 8
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 herein, 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 report on Form 10-K for the fiscal year ended April 30, 1998.
Overview
Ansoft Corporation ("Ansoft" or the "Company") develops, markets and
supports electronic design automation ("EDA") software based on fundamental
electromagnetic principles. The Company's products are used by design engineers
in a wide range of industries, including the rapidly evolving wireless
communications and RF markets as well as the semiconductor, computer, automotive
and consumer electronics industries. The Company's software is used in the
design of high performance electrical devices and systems, such as cellular
phones, communications systems, computer circuit boards and motors.
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,
Page 6
<PAGE> 9
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 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.
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,
1998 1997 1998 1997
---- ---- ---- ----
<S> <C> <C> <C> <C>
Revenues:
License 72% 78% 68% 77%
Service and other 28 22 32 23
---- --- ---- ---
Total revenue 100 100 100 100
Costs and expenses:
Sales and marketing 74 46 78 47
Research and development 38 30 39 29
General and administrative 13 9 13 9
Amortization 8 6 8 6
---- --- ---- ---
Total costs and expenses 133 91 138 91
---- --- ---- ---
Income (loss) from operations (33) 9 (38) 9
Interest income 8 2 8 2
---- --- ---- ---
Income (loss) before income taxes (25) 11 (30) 11
Income taxes 7 3 9 3
---- --- ---- ---
Net income (loss) (18)% 14% (21)% 14%
==== === ==== ===
</TABLE>
Comparison of The Three and Six Months Ended October 31, 1998 and 1997
Revenue. Total revenue in the three-month period ended October 31, 1998
decreased 12% to $5.5 million from $6.3 million in the comparable period of the
preceding fiscal year. Total revenue in the six-month period ended October 31,
1998 decreased 8% to $10.7 million from $11.6 million in the comparable period
of the preceding fiscal year. The decrease in total revenue is primarily
attributable to lower sales in the Asia-Pacific region and a decrease in service
revenue due to the completion of a research and development cost sharing
contract during the three month period ending October 31, 1998. License revenue
during the three-month period ended October 31, 1998 decreased 19% to $4.0
million from $4.9 million during the comparable period in the prior fiscal year.
License revenue during the six-month period ended October 31, 1998 decreased 19%
to $7.2 million from $8.9 million during the comparable period in the prior
fiscal year.
Page 7
<PAGE> 10
International revenue accounted for 53% and 44% of the Company's total
product revenue in the three-month period ended October 31, 1998 and 1997,
respectively. International revenue accounted for 52% and 48% of the Company's
total product revenue in the six-month period ended October 31, 1998 and 1997,
respectively.
In 1989, the Company entered into a distribution arrangement with
Hewlett-Packard Corporation ("HP") under which HP formerly distributed the
Company's HFSS product on an exclusive basis (the "HP Agreement"). The HP
Agreement has since expired, and HP has no right to distribute the Company's
HFSS 4.0 product. Ansoft currently sells the latest version of its HFSS product,
Ansoft HFSS 6.0, through its own sales force and other distributors. Revenue
from the HP Agreement accounted for 6% of total revenue in both the three- and
six-month period ended October 31, 1997.
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 42% to $4.1 million in the three-month
period ended October 31, 1998, as compared to $2.9 million in the same period in
the previous fiscal year. Sales and marketing expenses increased by 53% to $8.3
million in the six-month period ended October 31, 1998, as compared to $5.4
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 74% and 46% of total revenue in the
three-month period ended October 31, 1998 and 1997, respectively. Sales and
marketing expenses represented 78% and 47% of total revenue in the six-month
period ended October 31, 1998 and 1997, respectively.
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, 1998 increased 13% to $2.1 million, as
compared to $1.9 million for the same period in the previous fiscal year.
Research and development expenses for the six-month period ended October 31,
1998 increased 24% to $4.2 million, as compared to $3.4 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 38% and 30% of total revenue in the
three-month period ended October 31, 1998 and 1997, respectively. Research and
development expenses represented 39% and 29% of total revenue in the six-month
period ended October 31, 1998 and 1997, 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, 1998 increased 16% to
$695,000, as compared to $597,000 for the same period in the previous fiscal
year. General and administrative expenses for the six-month period ended October
31, 1998 increased 25% to $1.3 million, as compared to $1.1 million 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 13% and 9% of total revenue in the three-month period ended October
31, 1998 and 1997, respectively. General and administrative expenses represented
13% and 9% of total revenue in the six-month period ended October 31, 1998 and
1997, respectively. The Company anticipates that general and administrative
expenses will increase in absolute dollars in future periods.
Page 8
<PAGE> 11
Amortization expense. Amortization expense for the three-month period
ended October 31, 1998 increased to $434,000, as compared to $376,000 for the
same period in the previous fiscal year. Amortization expense for the six-month
period ended October 31, 1998 increased to $856,000, as compared to $690,000 for
the same period in the previous fiscal year. The increase is due to the
amortization of the additional intangible assets acquired during fiscal 1998 and
fiscal 1999.
Other income. Other income for the three-month period ended October 31,
1998 increased to $416,000, compared to $96,000 for the same period in the
previous fiscal year. Other income increased to $795,000 for the six-month
period ended October 31, 1998, compared to $187,000 for the same period in the
previous fiscal year. Other income increased due to the higher net investment
balance due to the proceeds from the public offering of 2,300,000 shares in
March of 1998.
Income taxes. In the three and six-month period ended October 31, 1998,
the Company recorded a net income tax benefit of $400,000 and $950,000,
respectively, resulting from the partial recognition of deferred tax assets
arising from net operating losses in accordance with the Financial Accounting
Standards Board's SFAS No. 109, "Accounting for Income Taxes."
In June, 1998, the Financial Accounting Standards Board issued SFAS
No. 133, "Accounting for Derivative Instruments and Hedging Activities". The
Company does not expect this pronouncement to impact the consolidated financial
statements because the Company has not entered into derivative or hedging
transactions.
Liquidity and Capital Resources
As of October 31, 1998, the Company had $2.8 million in cash and cash
equivalents and working capital of $22.1 million. Net cash used in operating
activities was $1.5 million and $99,000 in the six months ended October 31, 1998
and 1997, respectively. Net cash provided by (used in) investing activities was
$(15.6) million and $3.0 million in the six months ended October 31, 1998 and
1997, respectively. Capital expenditures, consisting primarily of purchases of
computer equipment, were $617,000 and $676,000 in the six months ended October
31, 1998 and 1997, respectively. Net cash provided by financing activities
includes cash proceeds from the issuance of Common Stock totaling $120,000 and
$119,000 in the six months ended October 31, 1998 and 1997, respectively. During
the six months ended October 31, 1997, the Company repaid $2.3 million on its
line of credit with a financial institution.
YEAR 2000 ISSUES
The Company has recently evaluated the products the Company currently
supports to determine if they are Year 2000 ready. Most of the Company's
products do not rely on knowledge of the date (date-sensitive data) for
performance or functionality. The Company's products only use date-sensitive
data with respect to the licensing of the Company's products.
State Of Readiness. The results of this evaluation revealed that most
of the Company's supported products are Year 2000 ready. The Company plans to
offer patches or upgrades to the supported products currently not Year 2000
ready.
During 1998, an evaluation has also been done to the Company's internal
support systems to determine if they are Year 2000 ready to support the
Company's operations beyond the year 2000. The Company currently uses third
party software systems and applications, some of which are not Year 2000 ready.
The Company has the intention to stop using these software products or upgrade
or replace them as part of the Company's growth plans.
Although the Company's intention is to replace or upgrade these systems
prior to June 30, 1999, the work may be extended to December 31, 1999. The
failure by the Company to complete such work prior to December 31, 1999 could
have a material adverse effect on the Company's business, financial condition
and operations.
Page 9
<PAGE> 12
Costs. The Company does not have a project tracking system that tracks
the cost and time that its own internal employees spend on the Year 2000
project. Based on the Company's assessment, the cost incurred to date has not
had a material impact to the Company's results of operations. The Company
expects that costs directly related to Year 2000 in excess of normal upgrade and
maintenance costs would not exceed approximately $100,000 for both costs
incurred to date and future costs. However, there is noassurance that the costs
may not exceed this amount.
Risks. The Company is requesting its vendors to provide Year 2000
compliance certificates for all its internal support systems. However, the
Company only intends to perform testing on its critical internal support
systems. Inoperability related to Year 2000 problems of internal systems that
are certified Year 2000 ready by the vendor and not tested by the Company could
have an adverse impact to the Company's operational efficiency.
The patches or upgrades provided by the Company as the remedies to make
its products Year 2000 ready may not be accepted by the customer, which could
have an adverse impact on the Company's business.
The Company believes that the purchasing patterns of customers and
potential customers may be affected by Year 2000 issues as companies expend
significant resources to correct or patch their current software systems for
Year 2000 readiness. These expenditures may result in reduced funds available to
purchase software products such as those offered by the Company, which could
result in a material adverse effect on the Company's business, financial
condition and results of operation. In addition, the Company does not have any
meaningful data as to the state of its customers' Year 2000 readiness.
Contingency Plans. The Company does not presently have a contingency
plan for handling Year 2000 problems that are not detected and corrected prior
to their occurrences. Upon completion of testing and implementation activities,
the Company will be able to assess the areas requiring contingency planning and
expects to develop appropriate planning at that time. Any failure of the Company
to address any unforeseen Year 2000 problems could adversely affect the
Company's business, financial condition and results of operations.
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 September 10, 1998
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. 10,573,570 115,850
Nicholas Csendes 10,573,570 115,850
Thomas A.N. Miller 10,573,670 115,750
Ulrich L. Rohde, Ph.D. 10,568,870 120,550
John N. Whelihan 10,573,670 115,750
Jacob K. White, Ph.D. 10,496,540 192,880
</TABLE>
Page 10
<PAGE> 13
2. Shareholders approved an amendment to the Company's 1995 Stock Option Plan
to increase the total number of shares of Common Stock reserved for
issuance thereunder by 850,000 shares as follows: 7,787,275 shares were
voted in favor, 459,406 shares were voted in opposition, and 17,925 votes
abstained.
3. The appointment of KPMG Peat Marwick, LLP as the Company's independent
auditors for the fiscal year ending April 30, 1999 was ratified as follows:
10,660,421 shares were voted in favor, 20,469 shares were voted in
opposition, and 8,530 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.
27.1 Financial Data Schedule.
(b) No reports on Form 8-K during the period from August 1, 1998 to October 31,
1998.
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 10, 1998
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 11
<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, 1998 AND THE
BALANCE SHEET AT OCTOBER 31, 1998 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-30-1999
<PERIOD-START> MAY-01-1998
<PERIOD-END> OCT-31-1998
<CASH> 2,821
<SECURITIES> 21,027
<RECEIVABLES> 6,539
<ALLOWANCES> 175
<INVENTORY> 0
<CURRENT-ASSETS> 25,237
<PP&E> 3,294
<DEPRECIATION> 420
<TOTAL-ASSETS> 45,293
<CURRENT-LIABILITIES> 3,116
<BONDS> 0
0
0
<COMMON> 116
<OTHER-SE> 41,900
<TOTAL-LIABILITY-AND-EQUITY> 45,293
<SALES> 7,216
<TOTAL-REVENUES> 10,655
<CGS> 0
<TOTAL-COSTS> 14,682
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (3,232)
<INCOME-TAX> (950)
<INCOME-CONTINUING> (2,282)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,282)
<EPS-PRIMARY> (0.20)
<EPS-DILUTED> (0.20)
</TABLE>