Results Summary1  Quarterly revenue of $1.455 billion, up approximately 15% year over year and at the high-end of guidance. Quarterly GAAP earnings per diluted share of $1.92; non-GAAP earnings per diluted share of $3.00, up approximately 26% year over year1 and exceeding guidance. Raising full year targets for revenue and non-GAAP EPS, based on strong execution and continued business momentum. SUNNYVALE, Calif., May 22, 2024 /PRNewswire/ -- Synopsys, Inc. (Nasdaq: SNPS) today reported results for its second quarter of fiscal year 2024. Revenue for the second quarter of fiscal year 2024 was $1.455 billion, compared to $1.263 billion for the second quarter of fiscal year 2023.   "We continued our strong operational execution and business momentum in Q2. Customers continue investing in Synopsys solutions to maximize their R&D and power their future innovations for this era of pervasive intelligence," said Sassine Ghazi, president and CEO of Synopsys. "We expect our planned acquisition of Ansys, which was approved today by Ansys shareholders, to further our mission of empowering technology innovators everywhere with essential silicon to systems design solutions." "Synopsys' strong Q2 results were driven by our team's relentless focus on execution, our leading technology that is mission-critical to customers, and our resilient business model," said Shelagh Glaser, Synopsys CFO. "We remain confident in our business, and as a result, we are again raising our full-year targets for revenue and non-GAAP EPS." ________________________ 1 Synopsys' Software Integrity business has been presented as a discontinued operation in the consolidated financial statements for all periods presented herein and all financial results and targets are presented herein on a continuing operations basis unless otherwise noted. Continuing OperationsOn May 5, 2024, Synopsys entered into an agreement to sell its Software Integrity business. Unless otherwise noted, Synopsys' Software Integrity business has been presented as a discontinued operation in the consolidated financial statements for all periods presented herein and all financial results and targets are presented herein on a continuing operations basis. GAAP ResultsOn a U.S. generally accepted accounting principles (GAAP) basis, net income for the second quarter of fiscal year 2024 was $299.1 million, or $1.92 per diluted share, compared to $275.6 million, or $1.78 per diluted share, for the second quarter of fiscal year 2023. Non-GAAP ResultsOn a non-GAAP basis, net income for the second quarter of fiscal year 2024 was $466.9 million, or $3.00 per diluted share, compared to non-GAAP net income of $368.3 million, or $2.38 per diluted share, for the second quarter of fiscal year 2023. For a reconciliation of net income, earnings per diluted share and other measures on a GAAP and non-GAAP basis, see "GAAP to Non-GAAP Reconciliation" in the accompanying tables below.  Business Segments Synopsys reports revenue and operating income in two segments: (1) Design Automation, which includes our advanced silicon design, verification products and services, system integration products and services, digital, custom and field programmable gate array (FPGA) IC design software, verification software and hardware products, manufacturing software products and other and (2) Design IP, which includes our Design IP products. Financial Targets Synopsys also provided its consolidated financial targets for continuing operations for the third quarter and full fiscal year 2024. The fiscal year targets include the impact of an extra week in fiscal year 2024, which was included in the first quarter of fiscal year 2024. These financial targets assume no further changes to export control restrictions or the current U.S. government "Entity List" restrictions. These targets constitute forward-looking statements and are based on current expectations. For a discussion of factors that could cause actual results to differ materially from these targets, see "Forward-Looking Statements" below.  Third Quarter and Full Fiscal Year 2024 Financial Targets (1)(2) (in millions except per share amounts)  Range for Three Months Ending Range for Fiscal Year Ending July 31, 2024 October 31, 2024 Low High Low High Revenue $              1,505 $              1,535 $              6,090 $              6,150 GAAP Expenses $              1,099 $              1,119 $              4,559 $              4,614 Non-GAAP Expenses $                 920 $                 930 $              3,770 $              3,810 Non-GAAP Interest and Other Income (Expense), net $                     4 $                     6 $                   32 $                   36 Non-GAAP Tax Rate 15 % 15 % Outstanding Shares (fully diluted) 155 157 155 157 GAAP EPS $                2.22 $                2.35 $                9.14 $                9.36 Non-GAAP EPS $                3.25 $                3.30 $              12.90 $              12.98 Operating Cash Flow ~ $1,300 Free Cash Flow(3) ~ $1,100 Capital Expenditures ~ $200 (1) Synopsys' third quarter of fiscal year 2024 and its fiscal year 2024 will end on August 3, 2024 and November 2, 2024, respectively. For presentation purposes, we refer to the closest calendar month end. The first quarter of fiscal year 2024 included one extra week. (2) Presented on a continuing operations basis. (3) Free cash flow is calculated as cash provided from operating activities less capital expenditures and capitalization of softwaredevelopment costs. For a reconciliation of Synopsys' third quarter and fiscal year 2024 targets, including expenses, earnings per diluted share and other measures on a GAAP and non-GAAP basis and a discussion of the financial targets that we are not able to reconcile without unreasonable efforts, see "GAAP to Non-GAAP Reconciliation" in the accompanying tables below.  Earnings Call Open to InvestorsSynopsys will hold a conference call for financial analysts and investors today at 2:00 p.m. Pacific Time. A live webcast of the call will be available on Synopsys' corporate website at www.investor.synopsys.com. Synopsys uses its website as a tool to disclose important information about Synopsys and comply with its disclosure obligations under Regulation Fair Disclosure. A webcast replay will also be available on the corporate website from approximately 5:30 p.m. Pacific Time today through the time Synopsys announces its results for the third quarter of fiscal year 2024 in August 2024.  Effectiveness of InformationThe targets included in this press release, the statements made during the earnings conference call, the information contained in the financial supplement and the corporate overview presentation, each of which are available on Synopsys' corporate website at www.synopsys.com (collectively, the "Earnings Materials"), represent Synopsys' expectations and beliefs as of May 22, 2024. Although these Earnings Materials will remain available on Synopsys' website through the date of the earnings call for the third quarter of fiscal year 2024, their continued availability through such date does not mean that Synopsys is reaffirming or confirming their continued validity. Synopsys undertakes no duty and does not intend to update any forward-looking statement, whether as a result of new information or future events, or otherwise update, the targets given in this press release unless required by law. Availability of Final Financial StatementsSynopsys will include final financial statements for the second quarter of fiscal year 2024 in its quarterly report on Form 10-Q to be filed on or before June 13, 2024. About SynopsysCatalyzing the era of pervasive intelligence, Synopsys, Inc. (NASDAQ:SNPS) delivers trusted and comprehensive silicon to systems design solutions, from electronic design automation to silicon IP and system verification and validation. We partner closely with semiconductor and systems customers across a wide range of industries to maximize their R&D capability and productivity, powering innovation today that ignites the ingenuity of tomorrow. Learn more at www.synopsys.com. Reconciliation of Second Quarter Fiscal Year 2024 Results for Continuing OperationsThe following tables reconcile the specific items excluded from GAAP in the calculation of non-GAAP net income, earnings per diluted share, and tax rate for the periods indicated below. GAAP to Non-GAAP Reconciliation of Second Quarter Fiscal Year 2024 Results(1) (unaudited and in thousands, except per share amounts) Three Months Ended Six Months Ended April 30, April 30, 2024 2023 2024 2023 GAAP net income from continuing operations attributed to Synopsys $                299,111 $        275,602 $        736,561 $        545,286 Adjustments: Amortization of acquired intangible assets 16,925 11,387 32,526 23,640 Stock-based compensation 162,346 130,114 327,487 252,352 Acquisition/divestiture related items 25,256 2,641 57,188 4,975 Restructuring charges — (5,578) — 32,560 Gain on sale of strategic investments — — (55,077) — Tax adjustments (36,694) (45,878) (106,261) (106,033) Non-GAAP net income from continuing operations attributed to Synopsys $               466,944 $       368,288 $       992,424 $       752,780 Three Months Ended Six Months Ended April 30, April 30, 2024 2023 2024 2023 GAAP net income from continuing operations per diluted share attributed to Synopsys $                      1.92 $              1.78 $              4.73 $              3.52 Adjustments: Amortization of acquired intangible assets 0.11 0.07 0.21 0.15 Stock-based compensation 1.04 0.84 2.10 1.63 Acquisition/divestiture related items 0.16 0.02 0.37 0.03 Restructuring charges — (0.04) — 0.21 Gain on sale of strategic investments — — (0.35) — Tax adjustments (0.23) (0.29) (0.68) (0.68) Non-GAAP net income from continuing operations per diluted shareattributed to Synopsys $                      3.00 $              2.38 $              6.38 $              4.86 Shares used in computing net income per diluted share amounts: 155,770 154,730 155,610 155,044 (1) Synopsys' second quarter of fiscal year 2024 and 2023 ended on May 4, 2024 and April 29, 2023, respectively. For presentation purposes, we refer to the closest calendar month end. The first quarter of fiscal year 2024 included one extra week.   GAAP to Non-GAAP Tax Rate Reconciliation (1)(2) (unaudited) Three Months Ended Six Months Ended April 30, 2024 April 30, 2024 GAAP effective tax rate 13.3 % 8.6 % Income tax effect of above non-GAAP adjustments 1.7 % 6.4 % Non-GAAP effective tax rate 15.0 % 15.0 % (1) Synopsys' second quarter of fiscal year 2024 ended on May 4, 2024. For presentation purposes, we refer to the closest calendar month end. The first quarter of fiscal year 2024 included one extra week. (2) Presented on a continuing operations basis. Reconciliation of 2024 Targets for Continuing OperationsThe following tables reconcile the specific items excluded from GAAP in the calculation of non-GAAP targets for the periods indicated below. GAAP to Non-GAAP Reconciliation of Third Quarter Fiscal Year 2024 Targets (1)(2) (in thousands, except per share amounts)  Range for Three Months Ending July 31, 2024 Low High Target GAAP expenses $        1,099,000 $        1,119,000 Adjustments:       Amortization of acquired intangible assets (17,000) (20,000)       Stock-based compensation (162,000) (169,000) Target non-GAAP expenses $           920,000 $           930,000 Range for Three Months Ending July 31, 2024 Low High Target GAAP earnings per diluted share attributed to Synopsys $                 2.22 $                 2.35 Adjustments:       Amortization of acquired intangible assets 0.13 0.11       Stock-based compensation 1.08 1.04       Acquisition/divestiture related items (3) 0.10 0.07       Tax adjustments (0.28) (0.27) Target non-GAAP earnings per diluted share attributed to Synopsys $                 3.25