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Ademi LLP is investigating Ansys (NASDAQ: ANSS)  for possible breaches of fiduciary duty and other violations of law in its transaction with Synopsys.

In the transaction, Ansys stockholders will receive only $197.00 in cash and 0.3450 shares of Synopsys common stock for each Ansys share, representing an enterprise value of approximately $35 and an implied per share consideration of $390.19, based on the closing price of Synopsys common stock of $559.96 as of December 21, 2023 billion. The transaction agreement unreasonably limits competing transactions for Ansys by imposing a significant penalty if Ansys accepts a competing bid. Ansys insiders will receive substantial benefits as part of change of control arrangements.

We are investigating the conduct of Ansys’ board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.