新思收购Ansys获批，附加条件曝光

Core Viewpoint - The acquisition of Ansys by Synopsys has been approved with restrictive conditions due to potential anti-competitive effects in various software markets, including optical software, photonic software, and certain EDA software markets [1][39]. Group 1: Case Background - Acquirer: Synopsys, established in 1986 in the USA, listed on NASDAQ, primarily engaged in EDA software and design IP business [2]. - Target: Ansys, founded in 1970 in the USA, also listed on NASDAQ, focuses on developing and selling simulation and analysis software [2]. - The agreement for acquisition was signed on January 15, 2024, with Synopsys acquiring all outstanding shares of Ansys [2]. Group 2: Relevant Markets - The relevant markets identified include optical software, photonic software, certain EDA software, and design IP markets, with horizontal overlaps between Synopsys and Ansys in these areas [4][5][6][15]. - Optical software and photonic software are defined as separate markets due to their distinct applications and technological complexities [5][6]. - The EDA software market is highly specialized, with various functions that do not allow for easy substitution among different software tools [7][8][9]. Group 3: Competition Analysis - The merger is expected to significantly increase market concentration in the optical software market, with combined market shares of 65-70% and a substantial increase in the HHI index [19]. - Similar concerns exist for the photonic software market, where the combined market share is also 65-70%, indicating a potential reduction in competition [20]. - The RTL power analysis software market shows a combined share of 70-75%, with a significant increase in market concentration post-merger [22]. - The transaction is likely to enhance Synopsys's market power in several EDA software markets, potentially limiting competition and innovation [37]. Group 4: Restrictive Conditions - The approval of the acquisition comes with several conditions, including the divestiture of optical solutions and power analysis software businesses to mitigate anti-competitive effects [39][40]. - Synopsys is required to maintain existing customer contracts and ensure fair access to its products without discrimination [40]. - The company must also uphold interoperability agreements with third-party EDA vendors to promote competition and innovation in the market [41].