Altair Engineering Inc. Stockholders Approve Proposed Merger with Siemens

Rhea-AI Summary

Altair Engineering (Nasdaq: ALTR) announced that its stockholders have approved the merger agreement with Siemens Industry Software, a subsidiary of Siemens AG, during a special meeting. Under the agreement terms, Siemens Industry will acquire all outstanding shares of Altair's common stock for $113.00 per share in cash. Following the transaction's completion, Altair's securities will be delisted from public stock exchanges. The final voting results will be filed with the SEC on January 22, 2025.

Positive

• All-cash transaction at $113.00 per share provides immediate value to shareholders
• Stockholder approval obtained, removing a key hurdle for deal completion

Negative

• Delisting from public exchanges will eliminate public trading opportunities
• Current shareholders will lose potential future upside in Altair's growth

Insights

Financial Analyst

The stockholder approval marks a decisive step forward in Siemens' strategic acquisition of Altair Engineering at $113.00 per share in cash, representing a total equity value of approximately 9.4 billion. This transaction exemplifies the ongoing consolidation in the industrial software sector, as major players seek to strengthen their computational intelligence and simulation capabilities.

The deal structure offers several strategic advantages for both parties. For Siemens, Altair's computational intelligence solutions will significantly enhance its digital twin and simulation portfolio, potentially creating substantial cross-selling opportunities across its vast industrial customer base. For Altair shareholders, the all-cash transaction provides immediate value realization and eliminates market volatility risks.

The merger positions Siemens more competitively against other industrial software giants like Dassault Systèmes and Autodesk, particularly in the rapidly growing market for AI-driven engineering solutions and cloud-based simulation tools. The integration of Altair's expertise in optimization and simulation software with Siemens' extensive industrial automation and PLM solutions could create significant synergies in product development and market reach.

From a broader industry perspective, this acquisition reflects the increasing importance of advanced simulation and computational intelligence in digital transformation strategies. The deal could trigger further consolidation in the industrial software sector as competitors seek to maintain their competitive edge in the evolving digital manufacturing landscape.

Tech Industry Analyst

The approved merger between Altair and Siemens represents a transformative combination of complementary technological capabilities. Altair's advanced simulation software and optimization algorithms, particularly its expertise in computer-aided engineering (CAE) and high-performance computing, will significantly enhance Siemens' digital enterprise portfolio.

The technical synergies are particularly compelling in several key areas:

• Integration of Altair's computational fluid dynamics (CFD) and structural analysis tools with Siemens' digital twin platform
• Enhancement of Siemens' industrial IoT capabilities with Altair's data analytics and AI solutions
• Strengthening of simulation-driven design capabilities across the entire product lifecycle

For existing customers, this merger could accelerate the development of more integrated and powerful engineering solutions. The combined R&D capabilities and technological resources could lead to breakthrough innovations in areas such as generative design, AI-driven optimization and cloud-based simulation services. However, customers will need to monitor potential changes in licensing models and product integration timelines during the transition period.

The consolidation also signals a shift in the competitive landscape of the industrial software market, potentially spurring other players to seek strategic partnerships or acquisitions to maintain their technological edge in the rapidly evolving digital engineering space.

TROY, Mich., Jan. 22, 2025 /PRNewswire/ -- Altair Engineering Inc. ("Altair") (Nasdaq: ALTR), a global leader in computational intelligence, today announced that its stockholders voted at a special meeting to adopt the merger agreement with Siemens Industry Software Inc. ("Siemens Industry"), a subsidiary of Siemens AG ("Siemens AG").

The final voting results for the special meeting will be filed in a Form 8-K with the U.S. Securities and Exchange Commission (the "SEC") on January 22, 2025.

As previously announced, under the terms of the merger agreement, Siemens Industry will acquire all of the outstanding shares of Altair's common stock for $113.00 per share in cash. Upon completion of the transaction, Altair's securities will no longer be listed on any public stock exchange.

About Altair

Altair is a global leader in computational intelligence that provides software and cloud solutions in simulation, high-performance computing (HPC), data analytics, and AI. Altair enables organizations across all industries to compete more effectively and drive smarter decisions in an increasingly connected world – all while creating a greener, more sustainable future. To learn more, please visit www.altair.com. 

About Siemens

Siemens AG (Berlin and Munich) is a leading technology company focused on industry, infrastructure, mobility, and healthcare. The company's purpose is to create technology to transform the everyday, for everyone. By combining the real and the digital worlds, Siemens empowers customers to accelerate their digital and sustainability transformations, making factories more efficient, cities more livable, and transportation more sustainable. Siemens also owns a majority stake in the publicly listed company Siemens Healthineers, a leading global medical technology provider pioneering breakthroughs in healthcare. For everyone. Everywhere. Sustainably. In fiscal 2024, which ended on September 30, 2024, the Siemens Group generated revenue of €75.9 billion and net income of €9.0 billion. As of September 30, 2024, the company employed around 312,000 people worldwide on the basis of continuing operations. Further information is available on the Internet at www.siemens.com.

Forward Looking Statements

This communication contains "forward-looking statements" within the Private Securities Litigation Reform Act of 1995. Any statements contained in this communication that are not statements of historical fact, including statements regarding the proposed transaction, including the expected timing and closing of the proposed transaction; Altair's ability to consummate the proposed transaction; the expected benefits of the proposed transaction and other considerations taken into account by the Altair Board of Directors in approving the proposed transaction; the amounts to be received by stockholders and expectations for Altair prior to and following the closing of the proposed transaction, may be deemed to be forward-looking statements. All such forward-looking statements are intended to provide management's current expectations for the future of Altair based on current expectations and assumptions relating to Altair's business, the economy and other future conditions. Forward-looking statements generally can be identified through the use of words such as "believes," "anticipates," "may," "should," "will," "plans," "projects," "expects," "expectations," "estimates," "forecasts," "predicts," "targets," "prospects," "strategy," "signs," and other words of similar meaning in connection with the discussion of future performance, plans, actions or events. Because forward-looking statements relate to the future, they are subject to inherent risks, uncertainties and changes in circumstances that are difficult to predict. Such risks and uncertainties include, among others: (i) the timing to consummate the proposed transaction, (ii) the risk that a condition of closing of the proposed transaction may not be satisfied or that the closing of the proposed transaction might otherwise not occur, (iii) the risk that a regulatory approval that may be required for the proposed transaction is not obtained or is obtained subject to conditions that are not anticipated, (iv) the diversion of management time on transaction-related issues, (v) risks related to disruption of management time from ongoing business operations due to the proposed transaction, (vi) the risk that any announcements relating to the proposed transaction could have adverse effects on the market price of the common stock of Altair, (vii) the risk that the proposed transaction and its announcement could have an adverse effect on the ability of Altair to retain customers and retain and hire key personnel and maintain relationships with its suppliers and customers, (viii) the occurrence of any event, change or other circumstance or condition that could give rise to the termination of the merger agreement, (ix) unexpected costs, charges or expenses resulting from the merger, (x) potential litigation relating to the merger that could be instituted against the parties to the merger agreement or their respective directors, managers or officers, including the effects of any outcomes related thereto, (xi) worldwide economic or political changes that affect the markets that Altair's businesses serve which could have an effect on demand for Altair's products and impact Altair's profitability and (xii) disruptions in the global credit and financial markets, including diminished liquidity and credit availability, changes in international trade agreements, including tariffs and trade restrictions, cyber-security vulnerabilities, foreign currency volatility, swings in consumer confidence and spending, raw material pricing and supply issues, retention of key employees, increases in fuel prices, and outcomes of legal proceedings, claims and investigations. Accordingly, actual results may differ materially from those contemplated by these forward-looking statements. Investors, therefore, are cautioned against relying on any of these forward-looking statements. They are neither statements of historical fact nor guarantees or assurances of future performance. Additional information regarding the factors that may cause actual results to differ materially from these forward-looking statements is available in Altair's filings with the SEC, including the risks and uncertainties identified in Part I, Item 1A - Risk Factors of Altair's Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (which is available at https://www.sec.gov/ix?doc=/Archives/edgar/data/0001701732/000095017024018804/altr-20231231.htm ) and in Altair's other filings with the SEC (which are available on Altair's website at https://investor.altair.com/financials/quarterly-results). The list of factors is not intended to be exhaustive.

These forward-looking statements speak only as of the date of this communication, and Altair does not assume any obligation to update or revise any forward-looking statement made in this communication or that may from time to time be made by or on behalf of Altair.

Contacts:

Investor Relations:
Stephen Palmtag
+1 669-328-9111
spalmtag@altair.com 

Media Relations:
Jennifer Ristic
+1 216-849-3109
jristic@altair.com

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SOURCE Altair

FAQ

What is the purchase price per share for Altair (ALTR) in the Siemens merger?

Siemens Industry Software will acquire Altair's shares at $113.00 per share in cash.

When did Altair (ALTR) stockholders approve the Siemens merger?

Altair stockholders approved the merger agreement with Siemens Industry Software at a special meeting on January 22, 2025.

Will Altair (ALTR) stock continue trading after the Siemens merger?

No, upon completion of the transaction, Altair's securities will no longer be listed on any public stock exchange.

When will Altair (ALTR) file the final voting results of the merger approval?

Altair will file the final voting results in a Form 8-K with the SEC on January 22, 2025.