EU Clears Path for Synopsys-Ansys Merger with Structural Remedies

The European Commission (EC) has granted conditional approval for Synopsys’ landmark $35 billion acquisition of Ansys, marking one of the largest tech mergers since Broadcom’s VMware deal. The approval comes with mandatory divestments to preserve market competition in chip design and simulation software.

Key Details of the Approved Deal

  • Transaction Value: $35 billion (all-stock)
  • Parties Involved:
    • Synopsys (NASDAQ: SNPS), a leader in chip design software
    • Ansys (NASDAQ: ANSS), a pioneer in engineering simulation solutions
  • Regulatory Conditions: Both companies must divest overlapping software products to an EC-approved buyer

Why Divestments Were Required

The EC expressed concerns that the merger could create a dominant player in:

  • Integrated chip design and simulation tools
  • Optical and photonics software solutions
  • Power analysis technology for electronic circuits

“This acquisition could have significantly reduced competition in critical semiconductor design markets,” stated Teresa Ribera, EC Executive Vice President. “The structural remedies ensure continued innovation and fair pricing for customers.”

Major Divestments Include:

From Synopsys:

  • Optical Solutions Group (already agreed to sell to Keysight)
  • Code V, LightTools, LucidShape, RSoft, and ImSym software

From Ansys:

  • PowerArtist power analysis software

Global Regulatory Status

While the EU has approved the deal, other jurisdictions are still reviewing:

  1. United Kingdom: CMA indicated willingness to accept similar remedies
  2. United States: FTC review ongoing with cooperation from both companies
  3. China: SAMR has accepted the filing but review continues

Timeline and Next Steps

  • Expected Closing: First half of 2025
  • Current Status:
    • China’s review process officially underway
    • Continued engagement with remaining regulators

“We’re pleased with the EC’s Phase 1 approval,” a Synopsys spokesperson noted. “This reflects our progress across multiple jurisdictions as we work toward finalizing this transformative combination.”

Industry Context

This merger represents a strategic move to create an end-to-end solution for semiconductor and product design:

  • Synopsys Strengths: Chip design automation (EDA tools)
  • Ansys Strengths: Physical behavior simulation and analysis
  • Combined Potential: More integrated workflow from design to real-world performance validation

The deal follows Broadcom’s $69 billion VMware acquisition, which similarly required regulatory concessions before final approval in 2023.


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