<PAGE> 1
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 17, 2000
Synopsys, Inc.
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(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C> <C>
Delaware 000-19807 56-1546236
- ---------------------------- ------------------- -------------------
State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
</TABLE>
700 East Middlefield Road, Mountain View, California 94043-4033
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (650) 962-5000
Not applicable
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(Former name or former address, if changed since last report)
<PAGE> 2
ITEM 5. Other Events
On February 17, 2000, the Company issued a press release announcing its
financial results for the fiscal quarter ended January 29, 2000. Also on
February 17, 2000, the Company issued a press release announcing a stock
repurchase program.
A copy of both press releases are filed as Exhibit 99.1, 99.2 and
incorporated herein by reference.
ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits.
<TABLE>
<S> <C>
Exhibit No. Description
----------- ---------------
99.1 Press release of the Company, dated
February 17, 2000, relating to the financial results
for the fiscal quarter ended January 29, 2000.
99.2 Press release of the Company, dated
February 17, 2000, announcing stock repurchase program.
</TABLE>
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
SYNOPSYS, INC.
Dated: February 17, 2000 By: /s/ STEVEN K. SHEVICK
-------------------------------
Steven K. Shevick
Vice President, Investor Relations
and Legal
<PAGE> 1
EXHIBIT 99.1
PRESS RELEASE
CONTACT:
David M. Sugishita
Chief Financial Officer
Synopsys, Inc.
650-584-4257
SYNOPSYS POSTS FINANCIAL RESULTS FOR FIRST QUARTER 2000
MOUNTAIN VIEW, CALIFORNIA, FEBRUARY 17, 2000 - Synopsys, Inc., today reported
its first quarter results for the period that ended on January 31, 2000.
Revenue for the first quarter of fiscal 2000 was $216.9 million, compared with
revenue for the same period last year of $180.2 million, an increase of 20%. Net
income for the first quarter of fiscal 2000 was $45.1 million, or $0.61 per
share, compared with net income of $40.4 million, or $0.56 per share, for the
first quarter of fiscal 1999. This represents net income and earnings per share
growth of 12% and 9%, respectively. Earnings before goodwill (EBG), which
represents earnings per share on a fully diluted basis excluding amortization of
intangible assets and in-process research and development, was $50.7 million, or
$0.68 per share, for the first quarter of fiscal 2000, compared with $40.4
million, or $0.56 per share, for the first quarter of fiscal 1999, an increase
of 25% and 21% respectively.
"Synopsys' results in the first quarter of fiscal 2000 were really strong on all
fronts," noted Dr. Aart de Geus, Chairman and CEO of Synopsys. "We are also
gaining market share in all key product categories, a clear sign of our superior
technology and recognized customer value. Our new physical synthesis business is
performing especially well. We're actively involved with over 50 customer
engagements and have already helped several customers achieve successful silicon
with these physical synthesis products," added de Geus.
During the first quarter of fiscal 2000, the Company completed the acquisition
of Leda, S.A., based in Grenoble, France, a privately held provider of RTL
coding style checkers. The acquisition will provide the Company with tools for
enabling design reuse and facilitating system-on-a-chip (SOC) integration. The
business combination with Leda was accounted for as a purchase.
About Synopsys
Synopsys, Inc., (NASDAQ: SNPS) is a leading supplier of electronic design
automation (EDA) solutions to the global electronics market. The company
provides comprehensive design technologies to creators of advanced integrated
circuits, electronic systems, and systems on a chip. Synopsys also provides
consulting services and support to its customers to streamline the overall
design process and accelerate time to market. News and information are available
at http://www.synopsys.com.
Synopsys' quarterly conference call will be held at 2 p.m. today. A replay of
the call will be available through streetfusion.com.
This release may contain forward-looking statements under the safe harbor
provisions of Section 21E of the Securities Exchange Act of 1934. These
statements are based on Synopsys' current expectations and beliefs. Actual
results could differ materially from the results implied by these statements.
Factors that could cause results to differ from these statements include the
competitive nature of the electronic design automation industry as well as
factors identified in documents filed by Synopsys with the Securities and
Exchange Commission, specifically the most recent reports on Forms 10-K and
10-Q.
###
Synopsys is a registered trademark of Synopsys, Inc. All
other trademarks mentioned in this release are the
intellectual property of their respective owners.
<PAGE> 2
SYNOPSYS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (1)
(in thousands, except per share data)
(unaudited)
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<CAPTION>
THREE MONTHS ENDED
JANUARY 31, DECEMBER 31,
2000 1998
---- ----
<S> <C> <C>
Revenue:
Product $130,549 $109,959
Service 86,319 70,267
---------- ---------
Total revenue 216,868 180,226
---------- ---------
Cost of revenue:
Product 10,286 7,595
Service 18,599 14,111
---------- ---------
Total cost of revenue 28,885 21,706
---------- ---------
Gross margin 187,983 158,520
---------- ---------
Operating expenses:
Research and development 44,267 40,936
Sales and marketing 66,996 55,578
General and administrative 12,249 11,092
Amortization of intangible assets 3,521 --
In-process research and development
and other costs 1,750 --
---------- ---------
Total operating expenses 128,783 107,606
---------- ---------
Operating income 59,200 50,914
Other income, net 8,940 8,484
---------- ---------
Income before provision for income taxes 68,140 59,398
Provision for income taxes 23,037 19,007
---------- ---------
Net income $ 45,103 $ 40,391
========== =========
Basic earnings per share:
Net income $ 0.64 $ 0.58
========== =========
Weighted average common shares 70,785 69,166
========== =========
Diluted earnings per share:
Net income $ 0.61 $ 0.56
========== =========
Weighted average common shares
and equivalents 74,281 72,384
========== =========
(1) On July 15, 1999, the Board of Directors changed the Company fiscal year to
end on the Saturday nearest to October 31. Information for the October 1999
transition period will be filed with Synopsys' quarterly report on Form
10-Q for the first quarter of fiscal 2000.
</TABLE>
<PAGE> 3
SYNOPSYS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS (1)
(in thousands)
(unaudited)
<TABLE>
<CAPTION>
JANUARY 31, OCTOBER 31,
2000 1999
---- ----
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 222,242 $ 309,394
Short-term investments 428,825 399,995
Accounts receivable, net 156,899 130,253
Prepaid expenses, deferred taxes and other 66,445 66,814
----------- -----------
Total current assets 874,411 906,456
----------- -----------
Property and equipment, net 136,568 135,118
Long-term investments 80,920 57,651
Intangible assets, net 57,488 56,240
Other assets 28,467 22,818
----------- -----------
Total assets $ 1,177,854 $ 1,178,283
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued liabilities $ 80,870 $ 98,976
Current portion of long-term debt 9,639 8,658
Accrued income taxes 52,964 50,146
Deferred revenue 136,833 126,758
----------- ----------
Total current liabilities 280,306 284,538
----------- ----------
Long-term debt 4,123 11,304
Deferred compensation 16,421 9,844
Stockholders' equity:
Capital stock 555,826 542,760
Retained earnings 377,932 349,192
Treasury stock, at cost (75,248) (28,589)
Accumulated other comprehensive income 18,494 9,234
----------- -----------
Total stockholders' equity 877,004 872,597
----------- -----------
Total liabilities and stockholders' equity $ 1,177,854 $ 1,178,283
=========== ===========
</TABLE>
(1) On July 15, 1999, the Board of Directors changed the Company fiscal year to
end on the Saturday nearest to October 31. Information for the October 1999
transition period will be filed with Synopsys' quarterly report on Form
10-Q for the first quarter of fiscal 2000.
<PAGE> 4
SYNOPSYS, INC.
PRO FORMA CONDENSED CONSOLIDATED STATEMENTS OF INCOME (1) (2)
(in thousands, except per share data)
(unaudited)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
JANUARY 31, DECEMBER 31,
2000 1998
---- ----
<S> <C> <C>
Revenue:
Product $130,549 $109,959
Service 86,319 70,267
---------- ---------
Total revenue 216,868 180,226
---------- ---------
Cost of revenue:
Product 10,286 7,595
Service 18,599 14,111
---------- ---------
Total cost of revenue 28,885 21,706
---------- ---------
Gross margin 187,983 158,520
---------- ---------
Operating expenses:
Research and development 44,267 40,936
Sales and marketing 66,996 55,578
General and administrative 12,249 11,092
---------- ---------
Total operating expenses 123,512 107,606
---------- ---------
Operating income 64,471 50,914
Other income, net 8,940 8,484
---------- ---------
Income before provision for income taxes 73,411 59,398
Provision for income taxes 22,757 19,007
---------- ---------
Net income $ 50,654 $ 40,391
========== =========
Basic earnings per share:
Net income $ 0.72 $ 0.58
========== =========
Weighted average common shares 70,785 69,166
========== =========
Diluted earnings per share:
Net income $ 0.68 $ 0.56
========== =========
Weighted average common shares
and equivalents 74,281 72,384
========== =========
</TABLE>
(1) On July 15, 1999, the Board of Directors changed the Company fiscal year to
end on the Saturday nearest to October 31. Information for the October 1999
transition period will be filed with Synopsys' quarterly report on Form
10-Q for the first quarter of fiscal 2000.
(2) Amounts and per share data for the periods presented exclude amortization
of intangible assets and in-process research and development.
<PAGE> 1
Exhibit 99.2
NEWS RELEASE
EDITORIAL CONTACTS:
Steve Shevick
Synopsys, Inc.
650-584-4880
[email protected]
SYNOPSYS ANNOUNCES STOCK REPURCHASE PROGRAM
February 17, 2000 - Synopsys, Inc. today announced that its Board of
Directors authorized a stock repurchase program under which Synopsys common
stock with a market value up to $200 million may be acquired in the open market.
Under the program, share purchases may be made in the open market at prevailing
prices beginning immediately and ending at the end of calendar year 2000.
The purchases would be funded from available working capital. The repurchased
shares may be used for stock issuances arising from the Company's employee stock
option and purchase plans and from acquisitions, or for other purposes.
About Synopsys
Synopsys, Inc. (Nasdaq:SNPS) is a leading supplier of electronic design
automation (EDA) solutions to the global electronics market. The company
provides comprehensive design technologies to creators of advanced integrated
circuits, electronic systems and systems on a chip. Synopsys also provides
consulting services and support to its customers to streamline the overall
design process and accelerate time-to-market. Additional information about
Synopsys is available at http://www.synopsys.com
# # #
Synopsys is a registered trademark. All other trademarks mentioned in this
release are the intellectual property of their respective owners.
