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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
 
(Mark One)
 
      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 2023
or
         TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the transition period from                      to                      
 
Commission file number: 001-41400
 
ASPEN TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
Delaware 87-3100817
(State or other jurisdiction of
incorporation or organization)
 (I.R.S. Employer
Identification No.)
20 Crosby Drive  
Bedford
Massachusetts 01730
(Address of principal executive offices) (Zip Code)
(Registrant’s telephone number, including area code): (781221-6400

____________________________________________
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
Common stock, $0.0001 par value per shareAZPNNasdaq Global Select Market
____________________________________________

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days:   Yes ý No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ý No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.



 Large accelerated filerý Accelerated filer      
 Non-accelerated filer   Smaller reporting company
Emerging growth company
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act): Yes  No ý

There were 63,548,821 shares of common stock outstanding as of January 31, 2024.
















TABLE OF CONTENTS
 
  Page
  
   
   
  
   
  
 
Aspen Technology, Inc. (AspenTech) has many registered trademarks including aspenONE and Aspen Plus. All other trade names, trademarks and service marks appearing in this Form 10-Q not owned by AspenTech are the property of their respective owners.
 
Our fiscal year ends on June 30th, and references to a specific fiscal year are to the twelve months ended June 30th of such year (for example, fiscal 2024 refers to the year ending June 30, 2024).






3

PART I - FINANCIAL INFORMATION
Item 1.    Financial Statements.
 Condensed Consolidated Financial Statements (unaudited)
ASPEN TECHNOLOGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
 
Three Months Ended December 31,Six Months Ended December 31,
 2023202220232022
 (Dollars and Shares in Thousands, Except per Share Data)
Revenue:    
License and solutions$152,463 $149,843 $301,111 $310,068 
Maintenance85,056 78,628 170,024 156,994 
Services and other19,644 14,367 35,336 26,595 
Total revenue257,163 242,838 506,471 493,657 
Cost of revenue:  
License and solutions67,326 70,833 138,903 140,346 
Maintenance10,647 9,567 20,848 18,784 
Services and other16,960 12,698 33,242 25,098 
Total cost of revenue94,933 93,098 192,993 184,228 
Gross profit162,230 149,740 313,478 309,429 
Operating expenses:  
Selling and marketing122,240 117,951 244,618 236,225 
Research and development53,145 49,954 106,821 99,695 
General and administrative36,088 41,230 71,494 84,086 
Total operating expenses211,473 209,135 422,933 420,006 
Loss from operations(49,243)(59,395)(109,455)(110,577)
Other (expense) income, net(199)38,643 (6,029)(19,989)
Interest income, net12,283 4,120 26,333 9,143 
Loss before benefit for income taxes(37,159)(16,632)(89,151)(121,423)
(Benefit) provision for income taxes(15,659)49,565 (33,126)(43,982)
Net loss$(21,500)$(66,197)$(56,025)$(77,441)
Net loss per common share:  
Basic$(0.34)$(1.02)$(0.88)$(1.20)
Diluted$(0.34)$(1.02)$(0.88)$(1.20)
Weighted average shares outstanding:  
Basic63,699 64,621 64,009 64,538 
Diluted63,699 64,621 64,009 64,538 
 
See accompanying notes to these unaudited condensed consolidated financial statements.
4

ASPEN TECHNOLOGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
 
Three Months Ended December 31,Six Months Ended December 31,
 2023202220232022
 (Dollars in Thousands)
Net loss$(21,500)$(66,197)$(56,025)$(77,441)
Other comprehensive income (loss):
Foreign currency translation adjustments4,870 6,710 (6,331)(2,155)
Total other comprehensive income (loss)4,870 6,710 (6,331)(2,155)
Comprehensive loss$(16,630)$(59,487)$(62,356)$(79,596)
 
See accompanying notes to these unaudited condensed consolidated financial statements.
5

ASPEN TECHNOLOGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
December 31, 2023June 30, 2023
 (Dollars in Thousands, Except Share Data)
ASSETS  
Current assets: 
Cash and cash equivalents$130,753 $241,209 
Accounts receivable, net129,837 122,789 
Current contract assets, net357,847 367,539 
Prepaid expenses and other current assets26,314 27,728 
Receivables from related parties61,479 62,375 
Prepaid income taxes3,021 11,424 
Total current assets709,251 833,064 
Property, equipment and leasehold improvements, net16,756 18,670 
Goodwill8,329,997 8,330,811 
Intangible assets, net4,428,636 4,659,657 
Non-current contract assets, net606,318 536,104 
Contract costs18,971 15,992 
Operating lease right-of-use assets97,035 67,642 
Deferred income tax assets11,392 10,638 
Other non-current assets9,488 13,474 
Total assets$14,227,844 $14,486,052 
LIABILITIES AND STOCKHOLDERS’ EQUITY  
Current liabilities:  
Accounts payable$16,517 $20,299 
Accrued expenses and other current liabilities81,059 99,526 
Due to related parties96,087 22,019 
Current operating lease liabilities13,810 12,928 
Income taxes payable28,988 46,205 
Current contract liabilities135,522 151,450 
Total current liabilities371,983 352,427 
Non-current contract liabilities35,036 30,103 
Deferred income tax liabilities867,927 957,911 
Non-current operating lease liabilities83,812 55,442 
Other non-current liabilities20,013 19,240 
Stockholders’ equity:  
Common stock, $0.0001 par value
Authorized—600,000,000 shares
Issued— 65,170,178 and 64,952,868 shares
Outstanding— 63,620,668 and 64,465,242 shares
6 6 
Additional paid-in capital13,241,067 13,194,028 
Accumulated deficit(97,416)(41,391)
Accumulated other comprehensive (loss) income(3,895)2,436 
Treasury stock, at cost — 1,549,510 and 487,626 shares of common stock
(290,689)(84,150)
Total stockholders’ equity12,849,073 13,070,929 
Total liabilities and stockholders’ equity$14,227,844 $14,486,052 

 See accompanying notes to these unaudited condensed consolidated financial statements.
6

ASPEN TECHNOLOGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
Accumulated Other Comprehensive Income (Loss)Common StockAdditional Paid-in CapitalAccumulated DeficitTreasury StockTotal Stockholders’ Equity
Number of SharesPar ValueNumber of SharesCost
(Dollars in Thousands, Except Share Data)
Balance June 30, 2023$2,436 64,952,868 $6 $13,194,028 $(41,391)487,626 $(84,150)$13,070,929 
Net loss— — — — (34,525)— — (34,525)
Other comprehensive loss(11,201)— — — — — — (11,201)
Issuance of shares of common stock— 29,644 — 3,826 — — — 3,826 
Issuance of restricted stock units and net share settlement related to withholding taxes— 47,896 — (4,585)— — — (4,585)
Repurchase of common stock— — — 20,210 — 686,843 (134,434)(114,224)
Stock-based compensation— — — 16,699 — — — 16,699 
Balance September 30, 2023$(8,765)65,030,408 $6 $13,230,178 $(75,916)1,174,469 $(218,584)$12,926,919 
Net loss— — — — (21,500)— — (21,500)
Other comprehensive income4,870 — — — — — — 4,870 
Issuance of shares of common stock— 32,212 — 4,268 — — — 4,268 
Issuance of restricted stock units and net share settlement related to withholding taxes— 107,558 — (9,590)— — — (9,590)
Repurchase of common stock— — — — — 375,041 (72,105)(72,105)
Stock-based compensation— — — 16,211 — — — 16,211 
Balance December 31, 2023$(3,895)65,170,178 $6 $13,241,067 $(97,416)1,549,510 $(290,689)$12,849,073 


Accumulated Other Comprehensive LossCommon StockAdditional Paid-in CapitalRetained EarningsTotal Equity/Stockholders’ Equity
Number of SharesPar Value
(Dollars in Thousands, Except Share Data)
Balance June 30, 2022$(4,588)64,425,378 $6 $13,107,570 $66,369 $13,169,357 
Net loss— — — — (11,244)(11,244)
Other comprehensive loss(8,865)— — — — (8,865)
Issuance of shares of common stock— 71,547 — 8,489 — 8,489 
Issuance of restricted stock units and net share settlement related to withholding taxes— 34,375 — (4,683)— (4,683)
Stock-based compensation— — — 17,736 — 17,736 
Balance September 30, 2022$(13,453)64,531,300 $6 $13,129,112 $55,125 $13,170,790 
Net loss— — — — (66,197)(66,197)
Other comprehensive income6,710 — — — — 6,710 
Issuance of shares of common stock— 202,506 — 16,977 — 16,977 
Issuance of restricted stock units and net share settlement related to withholding taxes— 33,949 — (4,656)— (4,656)
Stock-based compensation— — — 23,441 — 23,441 
Balance December 31, 2022$(6,743)64,767,755 $6 $13,164,874 $(11,072)$13,147,065 

See accompanying notes to these unaudited condensed consolidated financial statements.

7

ASPEN TECHNOLOGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Six Months Ended December 31,
 20232022
 (Dollars in Thousands)
Cash flows from operating activities:
Net loss$(56,025)$(77,441)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization246,386 245,102 
Reduction in the carrying amount of right-of-use assets6,932 6,562 
Net foreign currency losses6,168 4,744 
Stock-based compensation32,910 41,177 
Deferred income taxes(94,210)(106,384)
Provision for uncollectible receivables3,385 3,228 
Other non-cash operating activities(629)(593)
Changes in assets and liabilities:
Accounts receivable(10,709)(33,691)
Contract assets(57,926)(77,864)
Contract costs(3,059)(3,547)
Lease liabilities(7,108)(6,609)
Prepaid expenses, prepaid income taxes, and other assets(17,606)34,177 
Liability from foreign currency forward contract 15,319 
Accounts payable, accrued expenses, income taxes payable and other liabilities9,258 (1,490)
Contract liabilities(10,959)11,922 
Net cash provided by operating activities46,808 54,612 
Cash flows from investing activities:
Purchases of property, equipment and leasehold improvements(1,437)(2,844)
Payments for business acquisitions, net of cash acquired(8,273)(74,947)
Payments for equity method investments(521)(465)
Payments for capitalized computer software development costs(131)(329)
Payments for asset acquisitions(12,500) 
Net cash used in investing activities(22,862)(78,585)
Cash flows from financing activities:
Issuance of shares of common stock7,920 25,605 
Repurchases of common stock(186,329) 
Payment of tax withholding obligations related to restricted stock(13,843)(11,698)
Deferred business acquisition payments (1,363)
Repayments of amounts borrowed under term loan (12,000)
Net transfers from Parent Company68,755 29,872 
Payments of debt issuance costs (2,375)
Net cash (used in) provided by financing activities(123,497)28,041 
Effect of exchange rate changes on cash and cash equivalents(10,905)(7,705)
Decrease in cash and cash equivalents(110,456)(3,637)
Cash and cash equivalents, beginning of period241,209 449,725 
Cash and cash equivalents, end of period$130,753 $446,088 
Supplemental disclosure of cash flow information:
Income taxes paid, net$66,290 $29,388 
Interest paid$2,433 $9,819 
Supplemental disclosure of non-cash activities:
Change in purchases of property, equipment and leasehold improvements included in accounts payable and accrued expenses$92 $(735)
Lease liabilities arising from obtaining right-of-use assets$36,144 $68 

See accompanying notes to these unaudited condensed consolidated financial statements.
8

ASPEN TECHNOLOGY, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 
1.    Organization and Basis of Presentation
AspenTech, together with its subsidiaries (the “Company”), is a leading industrial software company that develops solutions to address complex industrial environments where it is critical to optimize the asset design, operations and maintenance lifecycle. The Company’s unique combination of product capabilities, deep domain expertise and award-winning innovation helps customers across diverse end markets in capital-intensive industries improve their operational excellence while achieving sustainability goals.
The Company has revenue from customers in 117 countries as of December 31, 2023.
Basis of Presentation
The Company has prepared the accompanying unaudited condensed consolidated financial statements as of December 31, 2023, and for the second quarter of fiscal 2024 and 2023 pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) and in accordance with generally accepted accounting principles in the United States (“GAAP”). All intercompany balances and transactions have been eliminated in consolidation.
These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated and combined financial statements and the notes thereto included in our Annual Report on Form 10-K for the fiscal year ended June 30, 2023.
The preparation of financial statements and related disclosures in conformity with GAAP requires us to make judgments, assumptions, and estimates that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. The actual results that the Company experiences may differ materially from these estimates.
Russia and Ukraine
The Company maintains limited operations in Russia and licenses software and provides related services to customers in Russia and areas of Ukraine that are not under sanction. The Company had revenue of approximately $5.8 million and $16.8 million for the three months ended December 31, 2023 and 2022, respectively, and $13.0 million and $26.8 million for the six months ended December 31, 2023 and 2022, respectively. The Company had total assets of approximately $35.2 million and $39.7 million as of December 31, 2023 and June 30, 2023, respectively, related to operations in Russia.
The Company may be required to cease or suspend operations in Russia or, should the conflict or the effects of sanctions, export control measures and business restrictions worsen, the Company may voluntarily elect to do so. The Company has terminated all engineering services in Russia and the Company has limited its operations to contract renewals with existing customers. While the Company continues to evaluate the impact of the various sanctions and restrictions imposed by the United States and other governments on the Companys ability to conduct business in Russia, there is no assurance that the Company will be able to do so in the future. Any disruption to, or suspension of, the Companys business and operations in Russia would result in the loss of revenue and assets from the business in Russia and would negatively impact growth. The Company may also suffer reputational harm as a result of continued operations in Russia, which may adversely impact sales and other businesses in other countries.
2.    Significant Accounting Policies
Our significant accounting policies are described in Note 2 to the consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended June 30, 2023. There were no material changes to our significant accounting policies during the six months ended December 31, 2023.
(a)     Revenue Recognition
Prior to the third quarter of fiscal 2023, Open Systems International, Inc. (“OSI Inc.”) software licenses were primarily sold with professional services and hardware to form an integrated solution for the customer. The professional services and hardware sold with the license significantly customized the underlying functionality and usability of the software. As such, none of the software license, hardware or professional services were considered distinct within the context of the contract and were therefore considered a single performance obligation. Because the integrated solution had no alternative use to the Company and the Company held an enforceable right to payment, revenue was recognized over time (typically one to two years) using an input measure of progress based on the ratio of actual costs incurred to date to the total estimated cost to
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complete. For integrated solution contracts executed prior to the third quarter of fiscal 2023, revenue continues to be recognized over time until the implementation is complete.
At the start of the third quarter of fiscal 2023, the Company completed a series of business transformation activities relating to OSI Inc. products and services in conjunction with its ongoing integration activities. As part of a change in the related go-to-market strategy, the Company has invested in tools and processes to simplify and streamline the implementation services to significantly reduce the complexity and interdependency associated with its software. In addition, the Company has identified and trained several third-party implementation service partners to operate autonomously and directly with OSI Inc. customers to implement its products.
Accordingly, effective January 1, 2023, following the completion of these business transformation activities, for all prospective OSI Inc. contracts entered into after January 1, 2023, the Company accounts for the OSI Inc. software license, hardware, maintenance, and professional services as separate and distinct performance obligations. Software license revenue is recognized at a point in time when control transfers to the customer, which generally aligns with the first day of the contractual term. Hardware revenue is recognized at the point in time when control transfers to the customer, which generally occurs upon delivery. The recognition of maintenance revenue at OSI Inc. is unchanged and continues to be recognized ratably over the maintenance term. Professional services revenue is recognized over time (typically one to two years) using the proportional performance method by comparing the costs incurred to the total estimated project costs.
(b)     Recently Issued Accounting Standards Not Yet Adopted
In October 2023, the FASB issued Accounting Standards Updated (“ASU”) 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative (“ASU 2023-06”). ASU 2023-06 was issued to modify the disclosure or presentation requirements of a variety of topics in the codification. The effective date for each amendment will be the date on which the SEC removal of the related disclosure from Regulation S-X or Regulation S-K becomes effective, with early adoption prohibited. The Company does not expect the adoption of ASU 2023-06 to have a material impact on its financial position or results of operations.
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”). ASU 2023-07 expands segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items, and interim disclosures of a reportable segment’s profit or loss and assets. The disclosures required under ASU 2023-07 are also required for public entities with a single reportable segment. The ASU is effective for the Company’s first fiscal year beginning after December 15, 2023 and for interim periods within the Company’s first fiscal year beginning after December 15, 2024, with early adoption permitted. The Company does not expect the adoption of ASU 2023-07 to have a material impact on its financial position or results of operations.
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The ASU is effective for the Company’s first fiscal year beginning after December 15, 2024. The guidance will be applied on a prospective basis with the option to apply the standard retrospectively. Early adoption is permitted. The Company does not expect the adoption of ASU 2023-09 to have a material impact on its financial position or results of operations.
3.    Revenue from Contracts with Customers
Contract Assets and Contract Liabilities
Contract assets are subject to credit risk and reviewed in accordance with Accounting Standards Codification (“ASC”) 326, Financial Instruments Credit Losses. The Company monitors the credit quality of customer contract asset balances on an individual basis, at each reporting date, through credit characteristics, geographic location, and the industry in which they operate. The Company recognizes an impairment on contract assets if, subsequent to contract inception, it becomes probable payment is not collectible. An allowance for expected credit loss reflects losses expected over the remaining term of the contract asset and is determined based upon historical losses, customer-specific factors, and current economic conditions. The potential impact of credit losses on contract assets was immaterial as of December 31, 2023.
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The Company’s contract assets and contract liabilities were as follows as of December 31, 2023 and June 30, 2023:
December 31, 2023June 30, 2023
(Dollars in Thousands)
Contract assets$964,165 $903,643 
Contract liabilities(170,558)(181,553)
Net contract assets$793,607 $722,090 
The majority of the Company’s contract balances are related to arrangements where revenue is recognized at a point in time and payments are made according to a contractual billing schedule. The change in the net contract asset balance during the six months ended December 31, 2023 was primarily due to greater revenue recognition as compared to billings. Revenue recognized from the contract liability balance as of June 30, 2023, was $47.4 million and $88.4 million for the three and six months ended December 31, 2023, respectively.
Transaction Price Allocated to Remaining Performance Obligations
The following table includes the aggregate amount of the transaction price allocated as of December 31, 2023 to the performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period:
Year Ending June 30,
20242025202620272028ThereafterTotal
(Dollars in Thousands)
License and solutions$104,615 $98,569 $45,664 $20,742 $6,911 $2,243 $278,744 
Maintenance165,061 257,890 192,502 134,883 85,101 44,596 880,033 
Services and other32,075 40,838 5,903 1,326 721 426 81,289 
Total$301,751 $397,297 $244,069 $156,951 $92,733 $47,265 $1,240,066 
Disaggregated Revenue Information
The table below reflects disaggregated revenues by business for the three months and six months ended December 31, 2023 and 2022:
Three Months Ended December 31,Six Months Ended December 31,
2023202220232022
(Dollars in Thousands)
Heritage AspenTech$167,437 $167,442 $343,180 $343,848 
Subsurface Science & Engineering
28,574 29,726 52,655 62,714 
OSI, Inc.61,152 45,670 110,636 87,095 
Total$257,163 $242,838 $506,471 $493,657 
The Company did not have any customers that accounted for 10 percent or more of the Company’s revenues for the three and six months ended December 31, 2023 and 2022, respectively.
4.    Acquisitions 
Inmation Software GmbH
On August 29, 2022, the Company completed the acquisition of inmation Software GmbH (“Inmation”) for total cash consideration of $87.2 million. The purchase price consisted of $78.9 million of cash paid at closing and an additional $8.3 million in indemnification holdbacks, which was paid on August 18, 2023. The total cash acquired from Inmation was approximately $6.4 million resulting in a net cash payment of $72.5 million during the three months ended September 30, 2022. The Company recognized goodwill of $63.0 million (none of which is expected to be tax deductible) and identifiable intangible assets of $31.5 million, primarily consisting of developed technology and customer relationships, with a useful life of approximately five years for developed technology and seven years for customer relationships.
Inmation’s revenue included in the Company’s condensed consolidated statements of operations was $0.8 million and $0.9 million for the three months ended December 31, 2023 and 2022, respectively, and $1.3 million and $1.2 million for the six months ended December 31, 2023 and 2022, respectively. Inmation’s net loss included in the Company’s condensed consolidated statements of operations was $2.2 million and $0.9 million for the three months ended December 31, 2023 and
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2022, respectively, and $2.3 million and $1.1 million for the six months ended December 31, 2023 and 2022, respectively. Results included amortization of developed technology and customer relationships of $1.5 million and $1.4 million for the three months ended December 31, 2023 and 2022 respectively, and $2.9 million and $1.9 million for the six months ended December 31, 2023 and 2022, respectively.
Prior to the closing date, Inmation was considered a related party to AspenTech as Emerson Electric Co. (“Emerson” or “Parent Company”), through one of its subsidiaries, held an equity-method investment in Inmation. At the time of close, $17.6 million was paid to Emerson in exchange for all its shares in Inmation, with another $1.9 million paid for an indemnification holdback 12 months after the close on August 18, 2023.
5.    Intangible Assets 
Intangible assets consist of the following as of December 31, 2023 and June 30, 2023:
December 31, 2023
Developed TechnologyTrademarksCustomer Relationships and BacklogCapitalized Software and OtherTotal
(Dollars in Thousands)
Gross carrying amount$1,903,599 $464,400 $3,082,541 $24,026 $5,474,566 
Less: Accumulated amortization(438,942)(19,536)(578,144)(9,308)(1,045,930)
Net carrying amount$1,464,657 $444,864 $2,504,397 $14,718 $4,428,636 
June 30, 2023
Developed TechnologyTrademarksCustomer Relationships and BacklogCapitalized Software and OtherTotal
(Dollars in Thousands)
Gross carrying amount$1,903,599 $464,400 $3,082,541 $11,526 $5,462,066 
Less: Accumulated amortization(341,964)(13,821)(437,673)(8,951)(802,409)
Net carrying amount$1,561,635 $450,579 $2,644,868 $2,575 $4,659,657 
Of the total intangible assets net carrying amount of $4.4 billion as of December 31, 2023, $430.0 million relates to the registered trademarks associated with the Transaction (as defined in Note 15, “Related-Party Transactions”) that are not subject to amortization. Total intangible asset amortization expense was $121.7 million and $121.2 million during the three months ended December 31, 2023 and 2022, respectively, and $243.4 million and $242.3 million during the six months ended December 31, 2023 and 2022, respectively.
6.    Goodwill
The changes in the carrying amount of goodwill during the six months ended December 31, 2023 were as follows:
Carrying Value
(Dollars in Thousands)
Balance as of June 30, 2023
$8,330,811 
Foreign currency translation(814)
Balance as of December 31, 2023
$8,329,997 
7.    Leases
On December 26, 2023, the Company entered into an amendment to its existing lease agreement at its principal executive offices located in Bedford, Massachusetts (the “Lease Amendment”). Under the Lease Amendment, the Company: (i) extended the term of the existing lease for approximately 132,000 rentable square feet from March 2025 to March 2038, and (ii) obtained an additional approximate 23,000 rentable square feet of office space, also through March 2038.
The Company accounted for the Lease Amendment as a lease modification. Accordingly, the right-of-use assets and lease liabilities were remeasured using an incremental borrowing rate at the date of modification. This lease modification resulted in the recording of an additional right-of-use asset and lease liability of $32.9 million recognized on the condensed consolidated balance sheet, which is reflected net of a $25.4 million leasehold improvement incentive to be paid directly to external vendors by the landlord under the Lease Amendment. As invoices are paid by the landlord during construction of the
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improvements, the Company will increase the balances of the lease liability and construction-in-process assets, which is included within property, equipment and leasehold improvements, net in the condensed consolidated balance sheets. When placed into service, the construction-in-process assets will be reclassified to leasehold improvements and depreciated over the shorter of the remaining term of the lease or the life of the underlying asset.
Operating lease costs are recognized on a straight-line basis over the term of the lease. The components of total lease expense for the three and six months ended December 31, 2023 and 2022 are as follows:
Three Months Ended December 31,Six Months Ended December 31,
 2023202220232022
 (Dollars in Thousands)
Operating lease expense$5,023 $4,352 $9,489 $8,387 
Variable lease expense193 216 416 425 
Short term lease expense147 199 304 (96)
Total lease expense$5,363 $4,767 $10,209 $8,716 
The following table summarizes the balances of the Company’s operating lease right-of-use assets and operating lease liabilities as of December 31, 2023 and June 30, 2023:
December 31, 2023June 30, 2023
(Dollars in Thousands)
Operating lease right-of-use assets$97,035 $67,642 
Current operating lease liabilities$13,810 $12,928 
Non-current operating lease liabilities$83,812 $55,442 
The weighted-average remaining lease term for operating leases was approximately 12 years and 9 years, and the weighted-average discount rate was approximately 4.0% and 3.0% as of December 31, 2023 and June 30, 2023, respectively.
The following table represents the future maturities of the Company’s operating lease liabilities as of December 31, 2023:
Fiscal Year Ending June 30,(Dollars in Thousands)
2024$2,345 
20259,018 
20269,422 
202713,104 
202812,510 
Thereafter103,490 
Total lease payments149,889 
Less: imputed interest(26,882)
Less: leasehold improvement incentives to be utilized(25,385)
Total lease maturities$97,622 
8.    Fair Value
The Company determines fair value by utilizing a fair value hierarchy that ranks the quality and reliability of the information used in its determination. Fair values determined using “Level 1 inputs” utilize unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Fair values determined using “Level 2 inputs” utilize data points that are observable, such as quoted prices, interest rates and yield curves for similar assets and liabilities. 
Cash equivalents are reported at fair value utilizing quoted market prices in identical markets, or “Level 1 Inputs.” The Company’s cash equivalents consist of short-term money market instruments.
Equity method investments are reported at fair value calculated in accordance with the market approach, utilizing market consensus pricing models with quoted prices that are directly or indirectly observable, or “Level 2 Inputs.”
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The following table summarizes financial assets and liabilities measured and recorded at fair value on a recurring basis in the accompanying condensed consolidated balance sheets as of December 31, 2023 and June 30, 2023, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value:
December 31, 2023
 
Level 1 Inputs
Level 2 Inputs
 (Dollars in Thousands)
Cash equivalents$7,715 $— 
Equity method investments$— $2,398 
June 30, 2023
Level 1 Inputs
Level 2 Inputs
(Dollars in Thousands)
Cash equivalents$132,918 $— 
Equity method investments$— $2,673 
Financial instruments not measured or recorded at fair value in the accompanying condensed consolidated financial statements consist of accounts receivable, accounts payable and accrued liabilities. The estimated fair value of these financial instruments approximates their carrying value. The estimated fair value of the borrowings under the Amended and Restated Credit Agreement (described below in Note 10, “Debt”) approximates its carrying value due to the floating interest rate.
9.     Accrued Expenses and Other Current Liabilities
Accrued expenses and other current liabilities in the accompanying condensed consolidated balance sheets consist of the following:
 December 31, 2023June 30, 2023
 (Dollars in Thousands)
Compensation-related$54,729 $62,162 
Professional fees4,042 6,265 
Accrued taxes2,941 3,065 
Royalties and outside commissions422 654 
Acquisition-related5 8,984 
Other18,920 18,396 
Total accrued expenses and other current liabilities$81,059 $99,526 
10.    Debt
Credit Agreement with Related Party
On December 23, 2022, the Company entered into a credit agreement with Emerson (the “Emerson Credit Agreement”), which provided for an aggregate term loan commitment of $630.0 million. Under the terms of the Emerson Credit Agreement, the Company would have used the proceeds from borrowings under the Emerson Credit Agreement to pay, in part, the cash consideration for funding the acquisition of Mining Software Holdings Pty Ltd (“Micromine”) and to pay the fees and expenses incurred in connection with the Emerson Credit Agreement.
On August 18, 2023, the Emerson Credit Agreement was terminated in connection with the termination of the agreement to purchase Micromine. There was no amount outstanding under the Emerson Credit Agreement at the time it was terminated.
Amended and Restated Credit Agreement
The Company has an Amended and Restated Credit Agreement (the “Amended and Restated Credit Agreement”) with JPMorgan Chase Bank, N.A. (“JPMorgan”) that provides for a $200.0 million secured revolving credit facility.
As of December 31, 2023, after taking into account eligible outstanding letters of credit allowable per the Amended and Restated Credit Agreement in the aggregate amount of $2.6 million, the Company had $197.4 million available for borrowing under the Amended and Restated Credit Agreement. Any outstanding balances of the indebtedness under the revolving credit facility will mature on December 23, 2024.
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The Amended and Restated Credit Agreement contains customary affirmative and negative covenants, including restrictions on incurring additional debt, liens, fundamental changes, asset sales, restricted payments (including dividends) and transactions with affiliates. There are also financial covenants measured at the end of each fiscal quarter including a maximum leverage ratio of 3.50 to 1.00 and a minimum interest coverage ratio of 2.50 to 1.00. As of December 31, 2023, the Company was in compliance with these covenants.
11.    Stock-Based Compensation 
The stock-based compensation expense under all equity plans and its classification in the condensed consolidated statements of operations for the three and six months ended December 31, 2023 and 2022 are as follows:
Three Months Ended December 31,Six Months Ended December 31,
 2023202220232022
 (Dollars in Thousands)
Cost of license and solutions$602 $1,200 $1,282 $1,919 
Cost of maintenance729 474 1,217 1,035 
Cost of services and other360 428 858 858 
Selling and marketing2,707 3,826 5,649 7,191 
Research and development3,719 4,240 8,272 7,858 
General and administrative8,094 13,273 15,632 22,316 
Total stock-based compensation$16,211 $23,441 $32,910 $41,177 
Stock Options
The table below summarizes activities related to stock options for the six months ended December 31, 2023:
Number of SharesWeighted Average Exercise PriceWeighted Average Remaining Contractual Term
Aggregate Intrinsic Value(1)
(in years)(in thousands)
Outstanding as of June 30, 20231,005,826 $144.17 6.44$32,935 
Granted1,471 $171.56 
Exercised(49,671)$134.25 
Cancelled / Forfeited(7,958)$184.16 
Outstanding as of December 31, 2023949,668 $161.10 5.63$72,007 
Exercisable as of December 31, 2023683,313 $130.41 4.88$61,341 
Vested and expected to vest as of December 31, 2023933,517 $143.75 5.58$71,386 
__________
(1)     The aggregate intrinsic value in this table represents any excess of the closing market price of the Company’s common stock as of December 31, 2023 ($220.15) over the exercise price of the underlying options.
Restricted Stock Units and Performance Stock Units
Restricted stock units and performance stock units are not included in issued and outstanding common stock until the units are vested and the underlying shares are settled. The table below summarizes activities related to restricted stock units and performance stock units for the six months ended December 31, 2023:
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Number of Shares Underlying Restricted Units — Performance-Based AwardsNumber of Shares Underlying Restricted Units — Time-Based Awards
(Dollars in Thousands)
Outstanding as of June 30, 2023 456,368 
Granted94,174 186,938 
Settled (229,807)
Cancelled / Forfeited(716)(12,792)
Outstanding as of December 31, 202393,458 400,707 
Weighted average remaining recognition period of outstanding restricted units (in years)2.503.03
Unrecognized stock-based compensation expense of outstanding restricted units$8,824 $43,170 
Aggregate intrinsic value of outstanding restricted units$14,418 $86,235 
The weighted average grant date fair value per restricted stock unit was $192.21 and $246.15 during the three months ended December 31, 2023 and 2022, respectively, and $193.74 and $209.79 during the six months ended December 31, 2023 and 2022, respectively. The weighted average grant date fair value per performance stock unit was $199.06 and $194.03 during the three and six months ended December 31, 2023, respectively, and there were no granted or outstanding performance stock units during the three and six months ended December 31, 2022.
Beginning in fiscal 2024, the Company granted performance stock units with a performance condition and service condition. These performance stock units vest on a cliff basis in three years based upon the achievement of predefined performance goals, with the ability for 25% of granted awards to vest on an accelerated basis in each of the first two years. The performance goal relates to the sum of (i) annual contract value growth and (ii) free cash flow margin over the performance period. Up to 175% of the performance stock units could vest upon achievement of the performance goals. Conversely, if a minimum performance goal is not met, none of the performance stock units will vest. On a quarterly basis, management evaluates the probability that the threshold performance goals will be achieved, if at all, and the anticipated level of attainment to determine the amount of compensation expense to record in the condensed consolidated financial statements.
12.    Net Loss Per Share
Basic (loss) income per share is determined by dividing net (loss) income by the weighted average common shares outstanding during the period. Diluted (loss) income per share is determined by dividing net (loss) income by diluted weighted average shares outstanding during the period. Diluted weighted average shares reflect the dilutive effect, if any, of potential common shares. To the extent their effect is dilutive, employee equity awards and other commitments to be settled in common stock are included in the calculation of diluted net (loss) income per share based on the treasury stock method.
The calculations of basic and diluted net loss per share and basic and dilutive weighted average shares outstanding for the three and six months ended December 31, 2023 and 2022 are as follows:
Three Months Ended December 31,Six Months Ended December 31,
2023202220232022
 (Dollars and Shares in Thousands, Except per Share Data)
Net loss$(21,500)$(66,197)$(56,025)$(77,441)
Basic weighted average shares outstanding63,699 64,621 64,009 64,538 
Dilutive weighted average shares outstanding63,699 64,621 64,009 64,538 
Net loss per share    
Basic$(0.34)$(1.02)$(0.88)$(1.20)
Dilutive$(0.34)$(1.02)$(0.88)$(1.20)
16

For the three and six months ended December 31, 2023, and 2022 certain employee equity awards were anti-dilutive based on the treasury stock method. The following employee equity awards were excluded from the calculation of dilutive weighted average shares outstanding because their effect would be anti-dilutive as of December 31, 2023 and 2022:
Three Months Ended December 31,Six Months Ended December 31,
 2023202220232022
 (Shares in Thousands)
Employee equity awards1,433 1,574 1,352 1,479 
13.    Stock Repurchases
On May 5, 2023, the Company entered into an accelerated share repurchase program (“ASR Program”) with JPMorgan to repurchase an aggregate of $100.0 million of the Company’s common stock. Pursuant to the terms of the ASR Program, the Company made an initial payment to JPMorgan and received an initial delivery of 487,626 shares of the Company’s common stock, which represented approximately 80% of the total number of shares of the Company’s common stock expected to be purchased under the ASR Program.
The ASR Program was settled on August 7, 2023, resulting in an additional delivery of 107,045 shares of the Company’s common stock. The Company repurchased in total 594,671 shares of common stock for $100.0 million as part of the ASR Program. The $100.0 million payment made to JPMorgan was recognized as a reduction to stockholders’ equity, consisting of an increase in treasury stock representing the value of the 594,671 shares received upon settlement, offset by an increase to additional-paid-in-capital for the value of the shares repurchased in excess of the $100.0 million payment.
On August 1, 2023, the Company announced that its Board of Directors approved a share repurchase program (the “Share Repurchase Authorization”) pursuant to which an aggregate $300.0 million of its common stock may be repurchased, by means of open market transactions, block transactions, privately negotiated purchase transactions or any other purchase techniques, including 10b5-1 trading plans. The timing and amount of any shares repurchased under the Share Repurchase Authorization are based on market conditions and other factors. All shares of the Company’s common stock repurchased have been recorded as treasury stock under the cost method. The Company reflects share repurchases in its condensed consolidated financial statements once the transaction is settled.
During the second quarter of fiscal 2024, the Company repurchased 375,041 shares for $72.1 million under the Share Repurchase Authorization. As of December 31, 2023, a total of 954,839 shares have been repurchased under the Share Repurchase Authorization for $186.3 million, with the total remaining value being $113.7 million.
14.    (Benefit) Provision for Income Taxes
The Company computes its tax provision (benefit) for interim periods by applying the estimated annual effective tax rate (“AETR”) to year-to-date income from operations and adjusting for discrete items arising in that quarter. However, if the Company is unable to make a reliable estimate of its AETR, then the actual effective tax rate for the year-to-date period may be the best estimate. For the three months ended September 30, 2022, the Company computed its tax provision (benefit) using the AETR approach. However, starting with the six months ended December 31, 2022, the Company recorded the actual effective tax rate as it was determined that the AETR approach was not the most appropriate estimate to be applied to the year-to-date pretax (loss) income given small changes in the forecast of pre-tax (loss) income would result in significant changes in the AETR. For the three and six months ended December 31, 2023, the Company again recorded the actual effective tax rate as it was determined that the AETR approach was not the most appropriate estimate.
Benefit for income taxes was $15.7 million for the three months ended December 31, 2023 and income tax expense was $49.6 million for the three months ended December 31, 2022, resulting in effective tax rates of 42.1% and (298.0)%, respectively. Income tax benefit primarily increased due to the prior year’s change in the Company’s approach to computing its tax provision (benefit) for interim periods to an actual effective tax rate method.
Benefit for income taxes was $33.1 million and $44.0 million for the six months ended December 31, 2023 and 2022, respectively, resulting in effective tax rates of 37.2% and 36.2%, respectively. Income tax benefit decreased primarily due to an increase in year-to-date earnings and a reduced Foreign-Derived Intangible Income (“FDII”) deduction recorded in the current period.
17

15.    Related-Party Transactions
On October 10, 2021, Emerson entered into a definitive agreement (the “Transaction Agreement”) with AspenTech Corporation (f/k/a Aspen Technology, Inc.) (“Heritage AspenTech”) to contribute the Emerson industrial software business (the “Industrial Software Business”), along with $6.014 billion in cash, to create AspenTech (the “Transaction”). The Industrial Software Business included OSI Inc. and the Geological Simulation Software business (“GSS”), which the Company has renamed as Subsurface Science & Engineering (“SSE”). The Transaction closed on May 16, 2022 (“Closing Date”). Emerson owned approximately 56% of AspenTech on a fully diluted basis as of December 31, 2023.
The Company utilizes some aspects of Emersons centralized treasury function to manage the working capital and financing needs of its business operations. This function oversees a cash pooling arrangement which sweeps certain Company cash accounts into pooled Emerson cash accounts on a daily basis and are reflected as receivables from related parties in the condensed consolidated balance sheet. Conversely, any cash funded to the Company from these pooled Emerson cash accounts are reflected as due to related parties in the condensed consolidated balance sheet. The aggregate net activity between the Company and Emerson associated with the cash pooling arrangement is reflected within cash flows from financing activities as net transfers from parent within the condensed consolidated statements of cash flows.
Before the closing of the Transaction, the Industrial Software Business was charged for costs directly attributable to the SSE business and OSI Inc. and was allocated a portion of Emerson’s costs, including general corporate costs, information technology costs, insurance and other benefit costs, and shared service and other costs. All of these costs are reflected in the Company’s condensed consolidated financial statements. Management believes the methodologies and assumptions used to allocate these costs are reasonable.
At the closing of the Transaction, Emerson and the Company entered into a transition service agreement (the “Transition Service Agreement”) for the provision of certain transitionary services from Emerson to the Company. Pursuant to the Transition Service Agreement, Emerson provides the Company with certain services, including information technology, human resources and other specified services, as well as access to certain of Emerson’s existing facilities. Transition Service Agreement related activities have been recorded as cost of goods sold or operating expenses from related parties and resulting balances have been presented as receivable from or due to related parties in the condensed consolidated financial statements presented.
In connection with the closing of the Transaction, the Company entered into a registration rights agreement (the “Registration Rights Agreement”) and a tax matters agreement (the “Tax Matters Agreement”) with Emerson. The Registration Rights Agreement grants Emerson certain market registration rights, including demand registration rights and piggyback registration rights, with respect to its registrable securities. The Company has agreed to pay out-of-pocket fees and expenses in connection with such registration, subject to certain exceptions. The Tax Matters Agreement governs the rights and obligations that the Company and Emerson have with respect to taxes of the Company and certain Emerson subsidiaries. In addition, under the terms of the Tax Matters Agreement, the Company agreed to indemnify Emerson and its affiliates against any and all tax-related liabilities incurred by them relating to the Transaction and certain related business reorganizations to the extent such tax-related liabilities are caused by any action taken by the Company.
Receivables from related parties and due to related parties reported in the condensed consolidated balance sheets as of December 31, 2023 and June 30, 2023 include the following:
December 31, 2023June 30, 2023
(Dollars in Thousands)
Interest bearing receivables from related parties$60,870 $61,948 
Trade receivables from related parties609 427 
Receivables from related parties$61,479 $62,375 
Interest bearing payables to related parties$95,860 $21,866 
Trade payables to related parties227 153 
Due to related parties$96,087 $22,019 
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Allocations and charges from Emerson are as follows:
Three Months Ended December 31,Six Months Ended December 31,
2023202220232022
(Dollars in Thousands)
Information technology$370 $763 $1,346 $1,574 
Shared services and other$266 $1,157 $640 $3,895 
Corporate costs, human resources, and insurance and other benefits are recorded in general and administrative expenses and information technology, facility charges, and shared services and other are allocated to cost of goods sold and operating expenses based on systemic methods.
Before the closing of the Transaction, OSI Inc. and the SSE business engaged in various transactions to sell software and purchase goods in the ordinary course of business with affiliates of Emerson. At the closing, the Company and Emerson entered into a commercial agreement to allow Emerson to distribute software and services from the Company (the “Commercial Agreement”). Pursuant to the Commercial Agreement as amended from time to time in accordance with the Stockholders Agreement (as defined below), AspenTech grants Emerson the right to distribute, on a non-exclusive basis, certain (i) existing Heritage AspenTech products, (ii) existing Emerson products transferred to AspenTech pursuant to the Transaction Agreement and (iii) future AspenTech products as mutually agreed upon, in each case, to end-users through Emerson acting as an agent, reseller or original equipment manufacturer. Commercial Agreement-related activities have been recorded as revenues and expenses from related parties and resulting trade balances have been presented as trade receivables from related parties in the condensed consolidated financial statements presented. Revenue and purchases from Emerson affiliates for the three months ended December 31, 2023 and 2022 are as follows:
Three Months Ended December 31,Six Months Ended December 31,
2023202220232022
(Dollars in Thousands)
Revenue from Emerson affiliates$43 $4 $310 $567 
Purchases from Emerson affiliates$118 $85 $189 $1,786 
Emerson Share Maintenance Rights
Immediately following the closing of the Transaction, Emerson beneficially owned 55% of the fully diluted shares of AspenTech common stock. At the Closing Date, the Company and Emerson entered into a stockholders agreement (the “Stockholders Agreement”), which sets forth, among other matters, the right of Emerson to nominate directors to the Company’s board of directors, the right of Emerson to nominate the chair of the Company’s board of directors, the composition of the committees of the Company’s board of directors, certain consent rights of Emerson to certain material actions taken by the Company and consent rights with respect to modifications or changes to the Company’s business strategy. Under the Stockholders Agreement, Emerson also has the right to acquire additional equity securities of AspenTech pursuant to pre-agreed procedures and rights in order to maintain its 55% ownership interest. No additional shares of common stock, or any other equity securities of AspenTech, were issued by the Company to Emerson subsequent to the closing of the Transaction through December 31, 2023.
Business Combination with Related Party
The Inmation acquisition completed on August 29, 2022 was considered a related party transaction. Refer to Note 4, “Acquisitions”, to our condensed consolidated financial statements for further discussion.
19

Credit Agreement with Related Party
On December 23, 2022, the Company entered into the Emerson Credit Agreement with Emerson, which provided for an aggregate term loan commitment of $630.0 million, and on August 18, 2023, the Emerson Credit Agreement was terminated in connection with the termination of the agreement to purchase Micromine. There was no amount outstanding under the Emerson Credit Agreement at the time it was terminated. Refer to Note 10, “Debt”, to our condensed consolidated financial statements for further discussion.
Plantweb Optics Analytics
On July 28, 2023, the Company entered into the Plantweb Optics Analytics Assignment and License Agreement with Emerson for the purchase of Emerson’s Plantweb Optics Analytics software and the perpetual and royalty-free licensing of other Emerson intellectual property for $12.5 million in the aggregate.
The Company is currently integrating the purchased software and licensed intellectual property with its existing asset performance management product suite and accordingly has capitalized the full purchase price in accordance with ASC 985-20, “Costs of Software to be Sold, Leased, or Marketed.”
16.    Segment and Geographic Information
The Company operates in one operating and reportable segment. The Company’s chief operating decision maker is its President and Chief Executive Officer, who makes operating decisions, assesses performance and allocates resources on a consolidated basis.
Geographic Information
Summarized below is information about the Company’s geographic operations:
Revenue by Destination
Three Months Ended December 31,Six Months Ended December 31,
2023202220232022
(Dollars in Thousands)
Americas$148,358 $114,463 $281,374 $245,321 
Asia, Middle East and Africa57,030 62,043 114,715 115,714 
Europe51,775 66,332 110,382 132,622 
Total$257,163 $242,838 $506,471 $493,657 
Americas included revenue in the United States of $132.7 million and $88.1 million for the three months ended December 31, 2023 and 2022, respectively, and $228.7 million and $200.4 million for the six months ended December 31, 2023 and 2022, respectively.
Property, Equipment, and
Leasehold Improvements, Net
December 31, 2023June 30, 2023
(Dollars in Thousands)
Americas$13,788 $15,793 
Asia, Middle East and Africa1,875 1,923 
Europe1,093 954 
Total$16,756 $18,670 
Property, equipment, and leasehold improvements, net located in the United States were $11.8 million and $13.4 million as of December 31, 2023 and June 30, 2023, respectively.
20

Item 2.    Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Caution Concerning Forward-Looking Statements
Statements in this Quarterly Report on Form 10-Q that are not strictly historical may be “forward-looking” statements for purposes of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, which involve risks and uncertainties, and AspenTech undertakes no obligation to update any such statements to reflect later developments. In some cases, you can identify forward-looking statements by the following words: “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “strategy,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing,” “opportunity” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. These risks and uncertainties include, without limitation: the failure to realize the anticipated benefits of our transaction with Emerson; risks resulting from our status as a controlled company; the scope, duration and ultimate impacts of the Russia-Ukraine war and the Israeli-Hamas conflict; as well as economic and currency conditions, market demand (including related to the pandemic and adverse changes in the process or other capital-intensive industries such as materially reduced spending budgets due to oil and gas price declines and volatility), pricing, protection of intellectual property, cybersecurity, natural disasters, tariffs, sanctions, competitive and technological factors, inflation; and others, including those described in “Item 1A. Risk Factors” of Part II in this Quarterly Report on Form 10-Q and those described in our most recent Annual Report on Form 10-K and subsequent reports filed with the SEC. You should read this Quarterly Report on Form 10-Q completely and with the understanding that our actual future results may be materially different from what we expect. We qualify all of our forward-looking statements by these cautionary statements.
Any forward-looking statements speak only as of the date of this Quarterly Report on Form 10-Q. We undertake no obligation to update any forward-looking statements, whether as a result of new information or developments, future events or otherwise, except as required by law. You should read the following discussion in conjunction with our condensed consolidated financial statements and related notes thereto contained in this report. You should also read “Item 1A. Risk Factors” of Part II in this Quarterly Report on Form 10-Q for a discussion of important factors that could cause our actual results to differ materially from our expectations.
Our fiscal year ends on June 30, and references in this Quarterly Report on Form 10-Q to a specific fiscal year are to the twelve months ended June 30 of such year (for example, “fiscal 2024” refers to the year ending June 30, 2024).
Business Overview 
We are a global leader in industrial software focused on helping customers in asset-intensive industries address the world’s dual challenge of meeting the increasing demand for resources from a rapidly growing population with the expectation of a higher living standard in a profitable and sustainable manner. Our solutions address complex environments where it is critical to optimize across the full asset lifecycle-asset design, operation, and maintenance - enabling customers to run their assets safer, greener, longer and faster. Thousands of companies, ranging from multi-national corporations to start-ups, rely on our software to help them run their assets more profitably, resiliently, and sustainably to meet their operational excellence and sustainability goals.
We help customers solve some of their most critical challenges via our purpose-built software that combines engineering first principles, deep industry domain knowledge, and advanced technologies. We drive significant value creation through our decades of experience in modeling, simulation, and optimization technologies. The operational challenges we help our customers solve include, among others, how to maintain maximum efficiency in process operations, manage electrical grids amid the growth in renewable energy sources, ensure supply chain resiliency, and reduce carbon emissions.
Our software also seeks to help companies develop new processes that can be scaled to support energy transition and a net zero future, such as green hydrogen, biofuels, carbon capture, utilization and storage and circularity of plastics.
Recent Events
On August 1, 2023, the Company announced that its Board of Directors approved the Share Repurchase Authorization pursuant to which an aggregate $300.0 million of its common stock may be repurchased. During the second quarter of fiscal 2024, the Company repurchased 375,041 shares for $72.1 million under the Share Repurchase Authorization. As of December 31, 2024, a total of 954,839 shares have been repurchased under the Share Repurchase Authorization for $186.3 million, with the total remaining value being $113.7 million.
21

Key Business Metrics
Background
We utilize key business metrics to track and assess the performance of our business. We have identified the following set of appropriate business metrics in the context of our evolving business:
Annual contract value (“ACV”)
Total contract value (“TCV”)
Bookings
We also use the following non-GAAP business metrics in addition to GAAP measures to track our business performance:
Free cash flow
Non-GAAP income from operations
We make these measures available to investors and none of these metrics should be considered as an alternative to any measure of financial performance calculated in accordance with GAAP.
Annual Contract Value
ACV is an estimate of the annual value of our portfolio of term license and software maintenance and support (“SMS”) contracts, the annual value of SMS agreements purchased with perpetual licenses, and the annual value of standalone SMS agreements purchased with certain legacy term license agreements, which have become an immaterial part of our business.
Comparing ACV for different dates can provide insight into the growth and retention rates of our recurring software business because ACV represents the estimated annual billings associated with our recurring license and maintenance agreements at any point in time. Management uses the ACV business metric to evaluate the growth and performance of our business as well as for planning and forecasting purposes. We believe that ACV is a useful business metric to investors as it provides insight into the growth component of our software business.
ACV generally increases as a result of new term license and SMS agreements with new or existing customers, renewals or modifications of existing term license agreements that result in higher license fees due to contractually-agreed price escalation or an increase in the number of tokens (units of software usage) or products licensed, or an increase in the value of licenses delivered.
ACV is adversely affected by term license and SMS agreements that are renewed at a lower entitlement level or not renewed, a decrease in the value of licenses delivered, and, to a lesser extent, by customer agreements that become inactive during the agreement’s term because, in our determination, amounts due (or which will become due) under the agreement are not collectible. As ACV is an estimate of annual billings, it will generally not include contracts with a term of less than one year. Because ACV represents all other active term software and SMS agreements, it may include amounts under agreements with customers that are delinquent in paying invoices, that are in bankruptcy proceedings, and agreements that are subject to termination by the customer or where payment is otherwise in doubt.
As of December 31, 2023, customer agreements representing approximately 85% of our ACV (by value) were denominated in U.S. dollars. For agreements denominated in other currencies, we use a fixed historical exchange rate to calculate ACV in U.S. dollars rather than using current exchange rates, so that our calculation of growth in ACV is not affected by fluctuations in foreign currencies.
For term license agreements that contain professional services or other products and services, we have included the portion of those agreements that are reflective of the relative fair value of the term license, rather than the portion of the actual invoice attributed to the term license, as outlined in the agreement within ACV. We believe that this methodology more accurately allocates any discounts or premiums to the different elements of the agreement.
We estimate that ACV grew by approximately 9.6%, from $833.7 million as of December 31, 2022 to $914.1 million as of December 31, 2023.
22

Total Contract Value
TCV is the aggregate value of all payments received or to be received under all active term license and perpetual SMS agreements, including maintenance and escalation. TCV was $3.8 billion and $3.4 billion as of December 31, 2023 and 2022, respectively.
Bookings
Bookings is the total value of customer term license and perpetual license SMS contracts signed and delivered in the current period, less the value of such contracts signed in the current period where the initial licenses and SMS agreements are not yet deemed delivered, plus the value of term license contracts and perpetual license SMS contracts signed in a previous period for which the initial licenses are deemed delivered in the current period.
Bookings were $233.4 million during the three months ended December 31, 2023, compared to $242.8 million during the three months ended December 31, 2022. Bookings were $445.2 million during the six months ended December 31, 2023, compared to $466.9 million during the six months ended December 31, 2022. The change in bookings is related to the timing of renewals.
Non-GAAP Business Metrics
Free cash flow (non-GAAP) excludes certain non-cash and non-recurring expenses, and is used as a supplement to net cash provided by operating activities presented on a GAAP basis. We believe that free cash flow (non-GAAP) is a useful financial measure because it permits investors to view our performance using tools that our management uses to gauge progress in achieving goals and as an indication of cash flow that may be available to fund future investments and other capital uses, such as to repay borrowings under our credit facilities or to fund acquisitions or share repurchase programs.
The following table provides a reconciliation of net cash provided by operating activities (GAAP) to free cash flow (non-GAAP) for the indicated periods:
 Six Months Ended December 31,
 20232022
(Dollars in Thousands)
Net cash provided by operating activities (GAAP)$46,808 $54,612 
Purchase of property, equipment, and leasehold improvements(1,437)(2,844)
Payments for capitalized computer software development costs(131)(329)
Free cash flow (non-GAAP) (1)
$45,240 $51,439 
__________
(1)     For the interim period beginning January 1, 2023, we no longer exclude acquisition and integration planning related payments from our computation of free cash flow. Free cash flow for all prior periods presented has been revised to the current period computation methodology.
Non-GAAP income from operations excludes certain non-cash and non-recurring expenses, and is used as a supplement to income from operations presented on a GAAP basis. We believe that non-GAAP income from operations is a useful financial measure because removing certain non-cash and other items provides additional insight into recurring profitability and cash flow from operations.
23

The following table provides a reconciliation of GAAP loss from operations to non-GAAP income from operations for the indicated periods:
Three Months Ended December 31,Six Months Ended December 31,
2023202220232022
(Dollars in Thousands)
GAAP loss from operations$(49,243)$(59,395)$(109,455)$(110,577)
Plus:
Stock-based compensation16,211 23,441 32,910 41,177 
Amortization of intangibles (1)
121,565 121,161 243,152 242,321 
Acquisition and integration planning related fees125 1,411 (130)6,269 
Non-GAAP income from operations$88,658 $86,618 $166,477 $179,190 
__________
(1)     The Company has increased amortization of intangible assets following the close of the Transaction with Emerson. As a result, the Company expects its amortization of intangibles assets to remain at higher levels for the next several years as the related asset balance is amortized over the respective expected useful lives of the intangible assets.
Critical Accounting Estimates and Judgments
Note 2, “Significant Accounting Policies,” to the audited consolidated financial statements in our Annual Report on Form 10-K for the fiscal year ended June 30, 2023 describes the significant accounting policies and methods used in the preparation of the condensed consolidated financial statements appearing in this report. The accounting policies that reflect our critical estimates, judgments and assumptions in the preparation of our condensed consolidated financial statements are described in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 7 of our Annual Report on Form 10-K for the fiscal year ended June 30, 2023.
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Results of Operations
Comparison of the Three Months Ended December 31, 2023 and 2022
The following table sets forth the results of operations, the period-over-period percentage change, and the results of operations as a percentage of total revenue in certain financial data for the three months ended December 31, 2023 and 2022:
Three Months Ended December 31,Increase / (Decrease) Change(% of Revenue)
 20232022$%20232022
 (Dollars in Thousands)
Revenue:     
License and solutions$152,463 $149,843 $2,620 1.7 %59.3 %61.7 %
Maintenance85,056 78,628 6,428 8.2 33.1 32.4 
Services and other19,644 14,367 5,277 36.7 7.6 5.9 
Total revenue257,163 242,838 14,325 5.9 100.0 100.0 
Cost of revenue:   
License and solutions67,326 70,833 (3,507)(5.0)26.2 29.2 
Maintenance10,647 9,567 1,080 11.3 4.1 3.9 
Services and other16,960 12,698 4,262 33.6 6.6 5.2 
Total cost of revenue94,933 93,098 1,835 2.0 36.9 38.3 
Gross profit162,230 149,740 12,490 8.3 63.1 61.7 
Operating expenses:   
Selling and marketing122,240 117,951 4,289 3.6 47.5 48.6 
Research and development53,145 49,954 3,191 6.4 20.7 20.6 
General and administrative36,088 41,230 (5,142)(12.5)14.0 17.0 
Total operating expenses211,473 209,135 2,338 1.1 82.2 86.1 
Loss from operations(49,243)(59,395)10,152 (17.1)(19.1)(24.5)
Other (expense) income, net(199)38,643 (38,842)(100.5)(0.1)15.9 
Interest income, net12,283 4,120 8,163 198.1 4.8 1.7 
Loss before benefit for income taxes(37,159)(16,632)(20,527)123.4 (14.4)(6.8)
(Benefit) provision for income taxes(15,659)49,565 (65,224)(131.6)(6.1)20.4 
Net loss$(21,500)$(66,197)$44,697 (67.5)%(8.4)%(27.3)%
Revenue
Total revenue increased by $14.3 million, or 5.9%, during the three months ended December 31, 2023, as compared to the same period in the prior fiscal year, due to an increase of $6.4 million in maintenance revenue, an increase of $5.3 million in services and other revenue and an increase of $2.6 million in license and solutions revenue.
License and Solutions Revenue
License and solutions revenue increased by $2.6 million, or 1.7%, during the three months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily attributable to new term license orders in the second quarter of fiscal 2024.
Maintenance Revenue
Maintenance revenue increased by $6.4 million, or 8.2%, during the three months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to growth of our base of arrangements.
Services and Other Revenue
Services and other revenue increased by $5.3 million, or 36.7%, during the three months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to the timing and volume of professional services engagements, and increased activities from certain customer contracts where the related professional services revenue is recognized as a distinct performance obligation effective beginning in the third quarter of fiscal 2023.
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Cost of Revenue
Total cost of revenue increased by $1.8 million, or 2.0%, during the three months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to increased compensation costs and headcount.
Cost of License and Solutions Revenue
Cost of license and solutions revenue decreased $3.5 million, or 5.0%, during the three months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to the business transformation activities in which we began recognizing distinct performance obligations for certain customer contracts effective beginning in the third quarter of fiscal 2023. Gross profit margin on license and solutions revenue increased to 55.8% from 52.7% for the three months ended December 31, 2023 2022, respectively, due to higher license and solutions revenue.
Cost of Maintenance Revenue
Cost of maintenance revenue increased by $1.1 million, or 11.3%, during the three months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to higher compensation costs related to salaries, benefits, and stock-based compensation. Gross profit margin on maintenance revenue remained consistent at 87.5% for the three months ended December 31, 2023 as compared to 87.8% for the same period in the prior fiscal year.
Cost of Services and Other Revenue
Cost of services and other revenue increased by $4.3 million, or 33.6%, for the three months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to higher compensation costs related to salaries, benefits, and bonuses and the increased activities from customer contracts where the related professional services revenue is recognized as a distinct performance obligation. Gross margin on services and other revenue increased to 13.7% from 11.6% for the three months ended December 31, 2023 and 2022, respectively, due to an increase in services and other revenue.
Gross Profit
Overall gross profit increased by $12.5 million, or 8.3%, for the three months ended December 31, 2023, as compared to the same period in the prior fiscal year. Gross profit margin increased to 63.1% for the three months ended December 31, 2023, from 61.7% for the same period in the prior fiscal year. The increase was mainly driven by an increase in licensing and services and other revenue compared to the same period in the prior fiscal year.
Operating Expenses
Selling and Marketing Expense
Selling and marketing expense increased by $4.3 million, or 3.6%, during the three months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to higher compensation costs of $4.4 million related to salaries and benefits as we continue to expand our sales capacity in new and existing markets, partially offset by a decrease in stock-based compensation.
Research and Development Expense
Research and development expense increased by $3.2 million, or 6.4%, during the three months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to higher compensation costs of $4.2 million, related to salaries and benefits, partially offset by a decrease in stock-based compensation.
 General and Administrative Expense
General and administrative expense decreased by $5.1 million, or 12.5%, during the three months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to lower compensation costs of $5.2 million related to lower stock-based compensation in the current period, partially offset by an increase in salaries and benefits.
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Non-Operating (Expense) Income
Other (Expense) Income, Net
Other (expense) income, net decreased by $38.8 million, or 100.5%, during the three months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to a $34.9 million unrealized gain on foreign currency forward contracts in the prior year that were terminated in June 2023, as well as decreases in unrealized and realized foreign currency exchange gains.
Interest Income, Net
Interest income, net increased by $8.2 million, or 198.1%, during the three months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to an increase in interest income earned on cash and cash equivalent balances of $2.4 million, an increase in interest income earned on long-term revenue contracts of $2.1 million, and a decrease in interest expense of $4.6 million due to the repayment of our term loan facility under the Amended and Restated Credit Agreement in the third quarter of fiscal 2023.
Benefit (Provision) for Income Taxes
The Company computes its tax provision (benefit) for interim periods by applying the estimated AETR to year-to-date income from operations and adjusting for discrete items arising in that quarter. However, if the Company is unable to make a reliable estimate of its AETR, then the actual effective tax rate for the year-to-date period may be the best estimate. For the three months ended December 31, 2022, the Company recorded the actual effective tax rate as it was determined that the AETR approach was not the most appropriate estimate to be applied to the year to date pretax (loss) income given small changes in the forecast of pre-tax (loss) income would result in significant changes in the AETR. For the three months ended December 31, 2023, the Company again recorded the actual effective tax rate as it was determined that the AETR approach was not the most appropriate estimate.
Benefit for income taxes was $15.7 million for the three months ended December 31, 2023 and income tax expense was $49.6 million for the three months ended December 31, 2022, resulting in effective tax rates of 42.1% and (298.0)%, respectively. Income tax benefit primarily increased due to the prior year’s change in the Company’s approach to computing its tax provision (benefit) for interim periods to an actual effective tax rate method.

27

Comparison of the Six Months Ended December 31, 2023 and 2022
The following table sets forth the results of operations, the period-over-period percentage change, and the results of operations as a percentage of total revenue in certain financial data for the six months ended December 31, 2023 and 2022:
Six Months Ended
December 31,
Increase / (Decrease) Change(% of Revenue)
 20232022$%20232022
 (Dollars in Thousands)
Revenue:   
License and solutions$301,111 $310,068 $(8,957)(2.9)%59.5 %62.8 %
Maintenance170,024 156,994 13,030 8.3 33.6 31.8 
Services and other35,336 26,595 8,741 32.9 7.0 5.4 
Total revenue506,471 493,657 12,814 2.6 100.0 100.0 
Cost of revenue:   
License and solutions138,903 140,346 (1,443)(1.0)27.4 28.4 
Maintenance20,848 18,784 2,064 11.0 4.1 3.8 
Services and other33,242 25,098 8,144 32.4 6.6 5.1 
Total cost of revenue192,993 184,228 8,765 4.8 38.1 37.3 
Gross profit313,478 309,429 4,049 1.3 61.9 62.7 
Operating expenses:   
Selling and marketing244,618 236,225 8,393 3.6 48.3 47.9 
Research and development106,821 99,695 7,126 7.1 21.1 20.2 
General and administrative71,494 84,086 (12,592)(15.0)14.1 17.0 
Total operating expenses422,933 420,006 2,927 0.7 83.5 85.1 
Loss from operations(109,455)(110,577)1,122 (1.0)(21.6)(22.4)
Other expense, net(6,029)(19,989)13,960 (69.8)(1.2)(4.0)
Interest income, net26,333 9,143 17,190 188.0 5.2 1.9 
Loss before benefit for income taxes(89,151)(121,423)32,272 (26.6)(17.6)(24.6)
Benefit for income taxes(33,126)(43,982)10,856 (24.7)(6.5)(8.9)
Net loss$(56,025)$(77,441)$21,416 (27.7)%(11.1)%(15.7)%
Revenue
Total revenue increased by $12.8 million, or 2.6%, during the six months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to an increase of $13.0 million in maintenance revenue and an increase of $8.7 million in services and other revenue, resulting from an increase in bookings related to the timing of contract renewals. This increase was partially offset by a decrease in license and solutions revenue of $9.0 million.
License and Solutions Revenue
License and solutions revenue decreased by $9.0 million, or 2.9%, during the six months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily attributable to the timing of renewals and new contracts signed in the same period in the prior fiscal year.
Maintenance Revenue
Maintenance revenue increased by $13.0 million, or 8.3%, during the six months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to growth of our base of arrangements.
Services and Other Revenue
Services and other revenue increased by $8.7 million, or 32.9%, during the six months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to the timing and volume of professional services engagements and increased activities from certain customer contracts where the related professional services revenue is recognized as a distinct performance obligation effective beginning in the third quarter of fiscal 2023.
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Cost of Revenue
Total cost of revenue increased by $8.8 million, or 4.8%, during the six months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to increased compensation costs and headcount, as well as timing of software implementation projects.
Cost of License and Solutions Revenue
Cost of license and solutions revenue decreased by $1.4 million, or 1.0%, during the six months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to the business transformation activities in which we began recognizing distinct performance obligations for certain customer contracts effective beginning in the third quarter of fiscal 2023. Gross profit margin on license and solutions revenue decreased to 53.9% from 54.7% for the six months ended December 31, 2023 and 2022, respectively, primarily due to lower license and solutions revenue.
Cost of Maintenance Revenue
Cost of maintenance revenue increased by $2.1 million, or 11.0%, during the six months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to higher compensation costs related to salaries, benefits, and stock-based compensation. Gross profit margin on maintenance revenue decreased to 87.7% from 88.0% for the six months ended December 31, 2023 and 2022, respectively.
Cost of Services and Other Revenue
Cost of services and other revenue increased by $8.1 million, or 32.4%, for the six months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to higher compensation costs related to salaries and benefits and the increased activities from customer contracts where the related professional services revenue is recognized as a distinct performance obligation. Gross margin on services and other revenue increased to 5.9% from 5.6% for the six months ended December 31, 2023 and 2022, respectively, due to an increase in services and other revenue.
Gross Profit
Overall gross profit increased by $4.0 million, or 1.3%, for the six months ended December 31, 2023, as compared to the same period in the prior fiscal year. Gross profit margin decreased to 61.9% from 62.7% for the six months ended December 31, 2023 and 2022, respectively. The decrease in gross profit margin was mainly driven by a decrease in license revenue compared to the same period in the prior fiscal year, due to a decrease in bookings driven by the timing of renewals, while compensation costs increased primarily due to headcount.
Operating Expenses
Selling and Marketing Expense
Selling and marketing expense increased by $8.4 million, or 3.6%, during the six months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to higher compensation costs of $8.9 million related to salaries and benefits as we continue to expand our sales capacity in new and existing markets, partially offset by a decrease in stock-based compensation.
Research and Development Expense
Research and development expense increased by $7.1 million, or 7.1%, during the six months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to higher compensation costs of $7.1 million related to salaries and benefits.
 General and Administrative Expense
General and administrative expense decreased by $12.6 million, or 15.0%, during the six months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to lower compensation costs of $6.7 million related to stock-based compensation, and a decrease in acquisition and integration expenses of $6.0 million related to the Transaction with Emerson.
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Non-Operating (Expense) Income
Other Expense, Net
Other expense, net decreased by $14.0 million, or 69.8%, during the six months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to $15.3 million of unrealized loss on foreign currency forward contracts in the prior year that were terminated in June 2023, as well as increases in unrealized and realized foreign currency exchange losses.
Interest Income, Net
Interest income, net increased by $17.2 million, or 188.0%, during the six months ended December 31, 2023, as compared to the same period in the prior fiscal year, primarily due to an increase in interest income earned on cash and cash equivalent balances of $4.7 million, an increase in interest income earned on long-term revenue contracts of $4.6 million, and a decrease in interest expense of $8.7 million due to the repayment of our term loan facility under the Amended and Restated Credit Agreement in the third quarter of fiscal 2023.
Benefit for Income Taxes
The Company computes its tax provision (benefit) for interim periods by applying the estimated AETR to year-to-date income from operations and adjusting for discrete items arising in that quarter. However, if the Company is unable to make a reliable estimate of its AETR, then the actual effective tax rate for the year-to-date period may be the best estimate. For the three months ended September 30, 2022, the Company computed its tax provision (benefit) using the AETR approach. However, starting with the six months ended December 31, 2022, the Company recorded the actual effective tax rate as it was determined that the AETR approach was not the most appropriate estimate to be applied to the year to date pretax (loss) income given small changes in the forecast of pre-tax (loss) income would result in significant changes in the AETR. For the six months ended December 31, 2023, the Company again recorded the actual effective tax rate as it was determined that the AETR approach was not the most appropriate estimate.
Benefit for income taxes was $33.1 million and $44.0 million for the six months ended December 31, 2023 and 2022, respectively, resulting in effective tax rates of 37.2% and 36.2%, respectively. Income tax benefit decreased primarily due to an increase in year-to-date earnings and a reduced Foreign-Derived Intangible Income (“FDII”) deduction recorded in the current period.
Liquidity and Capital Resources
Resources
As of December 31, 2023 and June 30, 2023, our principal sources of liquidity consisted of $130.8 million and $241.2 million, in cash and cash equivalents, respectively.
We believe our existing cash on hand and cash flows generated by operations are sufficient for at least the next 12 months to meet our operating requirements, including those related to salaries and wages, working capital, capital expenditures, and other liquidity requirements associated with operations. We may need to raise additional funds if we decide to make one or more acquisitions of businesses, technologies or products. If additional funding for such purposes is required beyond existing resources and our Amended and Restated Credit Agreement described below, we may not be able to affect a receivable, equity or debt financing on terms acceptable to us or at all.
Amended and Restated Credit Agreement
The Amended and Restated Credit Agreement provides for a $200.0 million secured revolving credit facility, of which the Company had $197.4 million available for borrowing as of December 31, 2023. For a more detailed description of the Amended and Restated Credit Agreement, see Note 10, “Debt” to our condensed consolidated financial statements.
Cash Flows
Operating Cash Flows
Net cash provided by operating activities decreased by $7.8 million during the six month period ended December 31, 2023, as compared to the same period in prior fiscal year, primarily driven by a decrease of $36.3 million in cash due to unfavorable changes in working capital, primarily due to the timing of contract cycle renewals and billings, partially offset by an increase of $28.5 million in cash provided due to higher income before non-cash charges.
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Investing Cash Flows
Net cash used in investing activities decreased by $55.7 million during the six month period ended December 31, 2023, as compared to the same period in prior fiscal year, primarily driven by a decrease of $66.7 million in cash used for business acquisitions and $1.4 million in cash used for capital expenditures, partially offset by an increase of $12.5 million in cash used for the asset acquisition of Plantweb Optics Analytics software.
Financing Cash Flows
Net cash used in financing activities increased by $151.5 million during the six month period ended December 31, 2023, as compared to the same period in prior fiscal year, primarily driven by an increase of $186.3 million in cash used for common stock repurchases, partially offset by an increase of $38.9 million in cash provided from our cash pooling arrangements with related parties.
Free Cash Flows
Free cash flow (non-GAAP) decreased $6.2 million during the six month period ended December 31, 2023, as compared to the same period in prior fiscal year, primarily driven by the decrease in net cash provided by operating activities (GAAP), partially offset by a decrease in capital expenditures.
The following table provides a reconciliation of net cash provided by operating activities (GAAP) to free cash flow (non-GAAP) for the indicated periods:
 Six Months Ended December 31,
 20232022
(Dollars in Thousands)
Net cash provided by operating activities (GAAP)$46,808 $54,612 
Purchase of property, equipment, and leasehold improvements(1,437)(2,844)
Payments for capitalized computer software development costs(131)(329)
Free cash flow (non-GAAP) (1)
$45,240 $51,439 
__________
(1)     For the interim period beginning January 1, 2023, we no longer exclude acquisition and integration planning related payments from our computation of free cash flow. Free cash flow for all prior periods presented has been revised to the current period computation methodology.
Contractual Obligations
Letters of Credit
Standby letters of credit in the aggregate amounts of $31.5 million and $39.0 million secured our performance on professional services contracts, certain facility leases and potential liabilities as of December 31, 2023 and June 30, 2023, respectively. The letters of credit expire at various dates through fiscal 2031.
Effects of Inflation
We do not believe that inflation has had a material impact on our business or operating results during the periods presented. However, inflation may in the future have an impact on our ability to execute on our acquisition strategy. Inflationary costs could adversely affect our business, financial condition and results of operations. In addition, increased inflation has had, and may continue to have, an effect on interest rates. Increased interest rates may adversely affect our borrowing rate and our ability to obtain, or the terms under which we can obtain, any potential additional funding.
31

Item 3.    Quantitative and Qualitative Disclosures About Market Risk.
Foreign Currency Risk
During the three months ended December 31, 2023 and 2022, 12.1% and 8.3% of our total revenue was denominated in a currency other than the U.S. dollar, respectively. During the six months ended December 31, 2023 and 2022, 9.9% and 10.0% of our total revenue was denominated in a currency other than the U.S. dollar, respectively. In addition, certain of our operating costs incurred outside the United States are denominated in currencies other than the U.S. dollar. We conduct business on a worldwide basis and as a result, a portion of our revenue, earnings, net assets, and net investments in foreign affiliates is exposed to changes in foreign currency exchange rates. We measure our net exposure for cash balance positions and for cash inflows and outflows in order to evaluate the need to mitigate our foreign exchange risk. We may enter into foreign currency forward contracts to minimize the impact related to unfavorable exchange rate movements related to our cash positions and cash flows, although we have not done so during the three months ended December 31, 2023 and 2022. Currently, our largest exposures to foreign exchange rates exist primarily with the Euro, Pound Sterling, Japanese Yen, Canadian Dollar, Indonesian Rupiah, and Norwegian Krone.
We recorded net foreign currency exchange losses of $0.3 million and $3.6 million, respectively, during the three months ended December 31, 2023 and 2022, and $6.2 million and $4.7 million, respectively, during the six months ended December 31, 2023 and 2022, related to the settlement and remeasurement of transactions denominated in currencies other than the functional currency of our operating units. Our analysis of operating results transacted in various foreign currencies indicated that a hypothetical 10% change in the foreign currency exchange rates could have increased or decreased our results of operations by approximately $3.0 million and $3.1 million for the three months ended December 31, 2023 and 2022, respectively, and by approximately $4.8 million and $5.6 million for the six months ended December 31, 2023 and 2022, respectively.
Interest Rate Risk
We place our investments in money market instruments. Our analysis of our investment portfolio and interest rates as of December 31, 2023 indicated that a hypothetical 100 basis point increase or decrease in interest rates would not have a material impact on the fair value of our investment portfolio determined in accordance with an income-based approach utilizing portfolio future cash flows discounted at the appropriate rates.
Investment Risk
We own an interest in a limited partnership investment fund. The primary objective of this partnership is investing in equity and equity-related securities (including convertible debt) of venture growth-stage businesses. We account for the investment in accordance with Topic 323, Investments - Equity Method and Joint Ventures. Our total commitment under this partnership is $5.0 million CAD, or $3.7 million USD. Under the conditions of the equity method investment, unfavorable future changes in market conditions could lead to a potential loss up to the full value of our $5.0 million CAD, or $3.7 million USD commitment. As of December 31, 2023, the fair value of this investment was $3.2 million CAD, or $2.4 million USD, representing our payment towards the total commitment, and is recorded in non-current assets in our condensed consolidated balance sheets.
Item 4.    Controls and Procedures.
a)    Disclosure Controls and Procedures
Our management, with the participation of our chief executive officer and interim chief financial officer, evaluated the effectiveness of our disclosure controls and procedures as of December 31, 2023. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Securities Exchange Act”) means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Securities Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Securities Exchange Act is accumulated and communicated to our management, including our principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives, and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Based on the evaluation of our disclosure controls and procedures as of December 31, 2023, our chief executive officer and interim chief financial officer concluded that, as of such date, our disclosure controls and procedures were effective.
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b)    Changes in Internal Controls Over Financial Reporting
There was no change in our internal control over financial reporting that occurred during the three months ended December 31, 2023, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. We will continue to review and document our disclosure controls and procedures, including our internal control over financial reporting, and may from time to time make changes aimed at enhancing their effectiveness and to ensure that our systems evolve with our business.
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PART II - OTHER INFORMATION
 
Item 1. Legal Proceedings.
None.
Item 1A. Risk Factors.
The risks described in “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended June 30, 2023, could materially and adversely affect our business, financial condition and results of operations. These risk factors do not identify all risks that we face—our operations could also be affected by factors that are not presently known to us or that we currently consider to be immaterial to our operations. The Risk Factors section of our 2023 Annual Report on Form 10-K remains current in all material respects, with the exception of the risk factors described below.
In addition, the ongoing conflict in Ukraine could adversely impact our business, financial position, cash flows and results of operations in Russia and Ukraine which may in turn spread and impact our overall business, financial position, cash flows and results of operations.
We maintain limited operations in Russia and license software and provide related services to customers in Russia and areas of Ukraine that are not under sanction. We had revenue of approximately $44.6 million and $9.9 million for fiscal 2023 and 2022, respectively, and $5.8 million and $16.8 million for the three months ended December 31, 2023 and 2022, respectively, and $13.0 million and $26.8 million for the six months ended December 31, 2023 and 2022, respectively. We also had total assets of approximately $35.2 million and $39.7 million as of December 31, 2023 and June 30, 2023, respectively, related to operations in Russia.
As a result of the conflict between Russia and Ukraine, the United States, the European Union, the United Kingdom and other governments, among others, have developed coordinated sanctions and export-control measure packages. These packages include, comprehensive financial sanctions against major Russian banks (including SWIFT cut off); designations of individuals and entities involved in Russian military activities; additional designations of Russian individuals including but not limited to those with significant business interests and government connections; and enhanced export controls and trade sanctions targeting Russia’s imports of a wide range of goods as a whole, including tighter controls on exports and reexports of items previously subject to only a low level of control, stricter licensing policy with respect to issuing export licenses, and/or increased use of “end-use” controls to block or impose licensing requirements on exports.
We may be required to cease or suspend operations in Russia or, should the conflict or the effects of sanctions, export control measures and business restrictions worsen, we may voluntarily elect to do so. We no longer provide engineering services to customers in Russia, which may impact our ability to renew existing contracts and provide support to those customers. In addition, we have limited our operations in Russia to contract renewals only with existing customers. While we continue to evaluate the impact of the various sanctions and restrictions imposed by the United States, other governments, and financial institutions on our ability to do business in Russia and areas of Ukraine that are not under sanction, maintain contracts with vendors and pay employees in Russia, and receive payment from customers in Russia and areas of Ukraine that are not under sanction, there is no assurance that we will be able to do so in the future. Any disruption to, or suspension of, our business and operations in Russia would result in the loss of revenue from the business in Russia and would negatively impact our growth. We also may suffer reputational harm as a result of our continued operations in Russia, which may adversely impact our sales and other businesses in other countries.
We assess our operations for potential asset impairment in accordance with our accounting practices, and are periodically evaluating the impact of the various sanctions and restrictions imposed by the United States and other governments on our ability to conduct business in Russia. The outcome of these assessments, which may include a write-off of our remaining assets that are related to the operations in Russia, and their potential impact on our ability to continue to conduct business to the same extent as currently conducted will depend on how the conflict evolves and on further actions that may be taken by the United States, Russia, other governments, and others.
Furthermore, the ongoing military conflict and sanctions on Russia have resulted in adverse macroeconomic effects which have in the past and may in the future have an adverse effect on our business. For example, the war between Russia and Ukraine has already resulted in significant volatility in financial markets and depreciation of the Russian ruble and the Ukrainian hryvnia against the U.S. dollar, as well as an increase in energy and commodity prices globally and restrictions on our ability to withdraw and move funds from Russian bank accounts. The conflict may also result in additional consequences including, but not limited to, supply shortages, further increases in prices of commodities, reduced consumer purchasing power, significant disruptions in logistics infrastructure, telecommunications services and risks relating to the availability of
34

information technology systems and infrastructure. Other potential consequences include, but are not limited to, growth in the number of popular uprisings in the region, increased political discontent, especially in the regions most affected by the conflict or economic sanctions, increase in cyberterrorism activities and attacks, displacement of persons to regions close to the areas of conflict and an increase in the number of refugees fleeing across Europe, among other unforeseen social and humanitarian effects.
Continued conflict between Russia and Ukraine and any escalation of that conflict, could have a material adverse impact on our business, financial condition, cash flows and results of operations and could cause the market value of our securities to decline.
An escalation of the Israeli-Hamas conflict may have a material adverse impact on the Company’s business and operations in the region.
We have operations and customers in the Middle East. A further escalation of the current Israeli-Hamas conflict could result in additional armed conflict, terrorist activities, and political or macroeconomic instability in the Middle East region. This, in turn, could cause our customers in the region to reduce their capital expenditures, resulting in a reduction of our sales to such customers. A decline in our sales to our customers in the affected region and any further impact of such conflict or instability on our operations could have a material adverse impact on our business and operations in the region, results of operations or financial condition.
 Item 2. Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities.
Purchases of Equity Securities by the Issuer
On May 5, 2023, we entered into the ASR Program with JPMorgan to repurchase an aggregate of $100.0 million of our common stock. For more details on the ASR Program, refer to Note 13, “Stock Repurchases” to our condensed consolidated financial statements. During fiscal 2023, we repurchased 487,626 shares of our common stock for $100.0 million pursuant to the ASR Program, and on August 7, 2023 the ASR Program settled, resulting in an additional delivery of 107,045 shares of our common stock to us.
On August 1, 2023, we announced that our board of directors approved the Share Repurchase Authorization, pursuant to which an aggregate $300.0 million of our common stock may be repurchased. During the second quarter of fiscal 2024, the Company repurchased 375,041 shares for $72.1 million under the Share Repurchase Authorization. As of December 31, 2024, a total of 954,839 shares have been repurchased under the Share Repurchase Authorization for $186.3 million, with the total remaining value being $113.7 million. For more details on the Share Repurchase Authorization, refer to Note 13, “Stock Repurchases” to our condensed consolidated financial statements.
The following is a summary of stock repurchases for each month during the second quarter of fiscal 2024:
PeriodTotal Number of Shares PurchasedAverage Price Paid per ShareTotal Number of Shares Purchased as Part of Publicly Announced Plans or Programs
Approximate Dollar Value that May Yet Be Purchased Under the Plans or Programs (1)
(Dollars in Thousands, Except Shares and per Share Data)
October 1, 2023 to October 31, 2023158,479 $197.67 158,479 $154,449 
November 1, 2023 to November 30, 2023122,110 177.63 122,110 $132,759 
December 1, 2023 to December 31, 202394,452 202.10 94,452 $113,671 
Total375,041 $192.26 375,041 
__________
(1)     On August 1, 2023, the Company announced that its Board of Directors approved the Share Repurchase Authorization, pursuant to which an aggregate $300.0 million of its common stock may be repurchased.
Item 3.     Defaults upon Senior Securities.
None.
Item 4.     Mine Safety Disclosures.
None.
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Item 5.     Other Information.
During the three months ended December 31, 2023, none of our directors or officers adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement.

36

Item 6.     Exhibits.
 
   
   
Exhibit Number Description
31.1 
31.2 
32.1 
101.INSInline Instance Document
101.SCH Inline XBRL Taxonomy Extension Schema Document
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
^Management contract or compensatory plan or arrangement
37

SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 Aspen Technology, Inc.
  
Date: February 6, 2024By:/s/ ANTONIO J. PIETRI
  Antonio J. Pietri
  President and Chief Executive Officer
  (Principal Executive Officer)
 
Date: February 6, 2024By:/s/ CHRISTOPHER STAGNO
  Christopher Stagno
  Senior Vice President, Interim Chief Financial Officer
  (Principal Financial Officer)





38

EXHIBIT 31.1
 
CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER
PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
 
I, Antonio J. Pietri, certify that:
 
1.              I have reviewed this Quarterly Report on Form 10-Q of Aspen Technology, Inc.;
 
2.              Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
3.              Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
 
4.              The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
 
a.              Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
b.              Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
 
c.               Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
 
d.              Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
 
5.              The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
 
a.              All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
 
b.              Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
 
Date: February 6, 2024/s/ ANTONIO. J. PIETRI
 Antonio J. Pietri
 President and Chief Executive Officer
 
(Principal Executive Officer)



EXHIBIT 31.2
 
CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER
PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
 
I, Christopher Stagno, certify that:
 
1.              I have reviewed this Quarterly Report on Form 10-Q of Aspen Technology, Inc.;
 
2.              Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
3.              Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
 
4.              The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
 
a.              Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
b.              Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
 
c.               Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
 
d.              Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
 
5.              The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
 
a.              All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
 
b.              Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
 
Date: February 6, 2024/s/ CHRISTOPHER STAGNO
 Christopher Stagno
 Senior Vice President, Interim Chief Financial Officer
 (Principal Financial Officer)



EXHIBIT 32.1
 
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
 
In connection with the Quarterly Report on Form 10-Q of Aspen Technology, Inc. (the “Company”) for the quarter ended December 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned hereby certifies in his capacity as an officer of the Company, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to his knowledge:
 
1.              The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
 
2.              The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
 
Date: February 6, 2024/s/ ANTONIO J. PIETRI
 Antonio J. Pietri
 President and Chief Executive Officer
(Principal Executive Officer)
 
Date: February 6, 2024/s/ CHRISTOPHER STAGNO
 Christopher Stagno
 Senior Vice President, Interim Chief Financial Officer
(Principal Financial Officer)
 
A signed original of this written statement required by Section 906 has been provided to Aspen Technology, Inc. and will be retained by Aspen Technology, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.


v3.24.0.1
Cover Page - shares
6 Months Ended
Dec. 31, 2023
Jan. 31, 2024
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Transition Report false  
Entity File Number 001-41400  
Entity Registrant Name ASPEN TECHNOLOGY, INC.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 87-3100817  
Entity Address, Address Line One 20 Crosby Drive  
Entity Address, City or Town Bedford  
Entity Address, State or Province MA  
Entity Address, Postal Zip Code 01730  
City Area Code 781  
Local Phone Number 221-6400  
Title of 12(b) Security Common stock, $0.0001 par value per share  
Trading Symbol AZPN  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Central Index Key 0001897982  
Amendment Flag false  
Current Fiscal Year End Date --06-30  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q2  
Document Period End Date Dec. 31, 2023  
Entity Common Stock, Shares Outstanding   63,548,821
v3.24.0.1
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Revenue:        
Total revenue $ 257,163 $ 242,838 $ 506,471 $ 493,657
Cost of revenue:        
Total cost of revenue 94,933 93,098 192,993 184,228
Gross profit 162,230 149,740 313,478 309,429
Operating expenses:        
Selling and marketing 122,240 117,951 244,618 236,225
Research and development 53,145 49,954 106,821 99,695
General and administrative 36,088 41,230 71,494 84,086
Total operating expenses 211,473 209,135 422,933 420,006
Loss from operations (49,243) (59,395) (109,455) (110,577)
Other (expense) income, net 199 38,643 6,029 19,989
Interest income, net 12,283 4,120 26,333 9,143
Loss before benefit for income taxes (37,159) (16,632) (89,151) (121,423)
(Benefit) provision for income taxes (15,659) 49,565 (33,126) (43,982)
Net loss $ (21,500) $ (66,197) $ (56,025) $ (77,441)
Earnings Per Share [Abstract]        
Basic $ (0.34) $ (1.02) $ (0.88) $ (1.20)
Diluted $ (0.34) $ (1.02) $ (0.88) $ (1.20)
Weighted average shares outstanding:        
Basic 63,699 64,621 64,009 64,538
Diluted 63,699 64,621 64,009 64,538
License and solutions        
Revenue:        
Total revenue $ 152,463 $ 149,843 $ 301,111 $ 310,068
Cost of revenue:        
Total cost of revenue 67,326 70,833 138,903 140,346
Maintenance        
Revenue:        
Total revenue 85,056 78,628 170,024 156,994
Cost of revenue:        
Total cost of revenue 10,647 9,567 20,848 18,784
Services and other        
Revenue:        
Total revenue 19,644 14,367 35,336 26,595
Cost of revenue:        
Total cost of revenue $ 16,960 $ 12,698 $ 33,242 $ 25,098
v3.24.0.1
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Net loss $ (21,500) $ (66,197) $ (56,025) $ (77,441)
Other comprehensive income (loss):        
Foreign currency translation adjustments 4,870 6,710 (6,331) (2,155)
Total other comprehensive income (loss) 4,870 6,710 (6,331) (2,155)
Comprehensive loss $ (16,630) $ (59,487) $ (62,356) $ (79,596)
v3.24.0.1
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($)
$ in Thousands
Dec. 31, 2023
Jun. 30, 2023
Current assets:    
Cash and cash equivalents $ 130,753 $ 241,209
Accounts receivable, net 129,837 122,789
Current contract assets, net 357,847 367,539
Prepaid expenses and other current assets 26,314 27,728
Prepaid income taxes 3,021 11,424
Total current assets 709,251 833,064
Property, equipment and leasehold improvements, net 16,756 18,670
Goodwill 8,329,997 8,330,811
Finite-Lived Intangible Assets, Net 4,428,636 4,659,657
Non-current contract assets, net 606,318 536,104
Contract costs 18,971 15,992
Operating lease right-of-use assets 97,035 67,642
Deferred income tax assets 11,392 10,638
Other non-current assets 9,488 13,474
Total assets 14,227,844 14,486,052
Current liabilities:    
Accounts payable 16,517 20,299
Accrued expenses and other current liabilities 81,059 99,526
Current operating lease liabilities 13,810 12,928
Income taxes payable 28,988 46,205
Current contract liabilities 135,522 151,450
Total current liabilities 371,983 352,427
Non-current contract liabilities 35,036 30,103
Deferred income tax liabilities 867,927 957,911
Non-current operating lease liabilities 83,812 55,442
Other non-current liabilities 20,013 19,240
Stockholders' equity:    
Common Stock, Value, Issued 6 6
Additional paid-in capital 13,241,067 13,194,028
Accumulated deficit (97,416) (41,391)
Accumulated other comprehensive (loss) income $ (3,895) $ 2,436
Treasury Stock, Common, Shares 1,549,510 487,626
Treasury Stock, Value $ (290,689) $ (84,150)
Total stockholders’ equity 12,849,073 13,070,929
Total liabilities and stockholders’ equity $ 14,227,844 $ 14,486,052
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock, authorized 600,000,000 600,000,000
Common stock, issued 65,170,178 64,952,868
Common stock, outstanding 63,620,668 64,465,242
Related Party    
Current assets:    
Receivables from related parties $ 61,479 $ 62,375
Current liabilities:    
Due to related parties $ 96,087 $ 22,019
v3.24.0.1
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) Statement - USD ($)
$ in Thousands
Total
Common Stock [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
Accumulated Other Comprehensive Income (Loss) [Member]
Treasury Stock, Common
Common stock, issued   64,425,378        
Additional paid-in capital     $ 13,107,570      
Accumulated deficit       $ 66,369    
Accumulated other comprehensive (loss) income         $ (4,588)  
Total stockholders’ equity $ 13,169,357 $ 6        
Net loss (11,244)     (11,244)    
Total other comprehensive income (loss) (8,865)       (8,865)  
Issuance of shares of common stock (in shares)   71,547        
Issuance of shares of common stock, amount 8,489   8,489      
Issuance of restricted stock units and net share settlement related to withholding taxes (in shares)   34,375        
Issuance of restricted stock units and net share settlement related to withholding taxes, amount (4,683)   (4,683)      
Stock-based compensation 17,736   17,736      
Net loss (77,441)          
Total other comprehensive income (loss) (2,155)          
Common stock, issued   64,531,300        
Additional paid-in capital     13,129,112      
Accumulated deficit       55,125    
Accumulated other comprehensive (loss) income         (13,453)  
Total stockholders’ equity 13,170,790 $ 6        
Net loss (66,197)     (66,197)    
Total other comprehensive income (loss) 6,710       6,710  
Issuance of shares of common stock (in shares)   202,506        
Issuance of shares of common stock, amount 16,977   16,977      
Issuance of restricted stock units and net share settlement related to withholding taxes (in shares)   33,949        
Issuance of restricted stock units and net share settlement related to withholding taxes, amount (4,656)   (4,656)      
Stock-based compensation 23,441   23,441      
Common stock, issued   64,767,755        
Additional paid-in capital     13,164,874      
Accumulated deficit       (11,072)    
Accumulated other comprehensive (loss) income         (6,743)  
Total stockholders’ equity $ 13,147,065 $ 6        
Common stock, issued 64,952,868 64,952,868       487,626
Additional paid-in capital $ 13,194,028   13,194,028      
Accumulated deficit (41,391)     (41,391)    
Accumulated other comprehensive (loss) income 2,436       2,436  
Total stockholders’ equity 13,070,929 $ 6       $ (84,150)
Net loss (34,525)     (34,525)    
Total other comprehensive income (loss) (11,201)       (11,201)  
Issuance of shares of common stock (in shares)   29,644        
Issuance of shares of common stock, amount 3,826   3,826      
Issuance of restricted stock units and net share settlement related to withholding taxes (in shares)   47,896        
Issuance of restricted stock units and net share settlement related to withholding taxes, amount (4,585)   (4,585)      
Repurchase of common stock, amount (114,224)   (20,210)     $ 134,434
Stock-based compensation 16,699   16,699      
Treasury Stock, Shares, Acquired           686,843
Net loss (56,025)          
Total other comprehensive income (loss) (6,331)          
Common stock, issued   65,030,408       1,174,469
Additional paid-in capital     13,230,178      
Accumulated deficit       (75,916)    
Accumulated other comprehensive (loss) income         (8,765)  
Total stockholders’ equity 12,926,919 $ 6       $ (218,584)
Net loss (21,500)     (21,500)    
Total other comprehensive income (loss) 4,870       4,870  
Issuance of shares of common stock (in shares)   32,212        
Issuance of shares of common stock, amount 4,268   4,268      
Issuance of restricted stock units and net share settlement related to withholding taxes (in shares)   107,558        
Issuance of restricted stock units and net share settlement related to withholding taxes, amount (9,590)   (9,590)      
Repurchase of common stock, amount (72,105)         $ 72,105
Stock-based compensation $ 16,211   16,211      
Treasury Stock, Shares, Acquired           375,041
Common stock, issued 65,170,178 65,170,178       1,549,510
Additional paid-in capital $ 13,241,067   $ 13,241,067      
Accumulated deficit (97,416)     $ (97,416)    
Accumulated other comprehensive (loss) income (3,895)       $ (3,895)  
Total stockholders’ equity $ 12,849,073 $ 6       $ (290,689)
v3.24.0.1
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)
$ in Thousands
6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Cash flows from operating activities:    
Net loss $ (56,025) $ (77,441)
Adjustments to reconcile net loss to net cash provided by operating activities:    
Depreciation and amortization 246,386 245,102
Reduction in the carrying amount of right-of-use assets 6,932 6,562
Net foreign currency losses 6,168 4,744
Stock-based compensation 32,910 41,177
Deferred income taxes (94,210) (106,384)
Provision for uncollectible receivables 3,385 3,228
Other non-cash operating activities (629) (593)
Changes in assets and liabilities:    
Accounts receivable (10,709) (33,691)
Contract assets (57,926) (77,864)
Contract costs (3,059) (3,547)
Lease liabilities (7,108) (6,609)
Prepaid expenses, prepaid income taxes, and other assets (17,606) 34,177
Liability from foreign currency forward contract 0 15,319
Accounts payable, accrued expenses, income taxes payable and other liabilities 9,258 (1,490)
Contract liabilities (10,959) 11,922
Net cash provided by operating activities   54,612
Cash flows from investing activities:    
Purchases of property, equipment and leasehold improvements (1,437) (2,844)
Payments for business acquisitions, net of cash acquired (8,273) (74,947)
Payments to Acquire Equity Method Investments 521 465
Payments for capitalized computer software development costs (131) (329)
Payments for Software (12,500) 0
Net cash used in investing activities (22,862) (78,585)
Cash flows from financing activities:    
Issuance of shares of common stock 7,920 25,605
Payments for Repurchase of Common Stock (186,329) 0
Payment of tax withholding obligations related to restricted stock (13,843) (11,698)
Deferred business acquisition payments 0 (1,363)
Repayments of amounts borrowed under term loan 0 (12,000)
Net transfers from Parent Company 68,755 29,872
Payments of debt issuance costs 0 (2,375)
Net cash (used in) provided by financing activities (123,497) 28,041
Effect of exchange rate changes on cash and cash equivalents (10,905) (7,705)
Decrease in cash and cash equivalents (110,456) (3,637)
Cash and cash equivalents, beginning of period 241,209 449,725
Cash and cash equivalents, end of period 130,753  
Supplemental disclosure of non-cash activities:    
Change in purchases of property, equipment and leasehold improvements included in accounts payable and accrued expenses 92 (735)
Lease liabilities arising from obtaining right-of-use assets 36,144 68
Supplemental disclosure of cash flow information:    
Income taxes paid, net 66,290 29,388
Interest paid 2,433 9,819
Reconciliation to amounts within the unaudited consolidated balance sheets: [Abstract]    
Cash, cash equivalents, and restricted cash, end of period $ 130,753 $ 446,088
v3.24.0.1
Interim Unaudited Consolidated Financial Statements - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Aug. 29, 2022
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Jun. 30, 2023
Contractors [Abstract]            
Revenue from Contract with Customer, Including Assessed Tax Russia   $ 5.8 $ 16.8 $ 13.0 $ 26.8  
Assets Russia   $ 35.2   $ 35.2   $ 39.7
Consideration transferred $ 87.2          
Nature of Operations       Organization and Basis of Presentation
AspenTech, together with its subsidiaries (the “Company”), is a leading industrial software company that develops solutions to address complex industrial environments where it is critical to optimize the asset design, operations and maintenance lifecycle. The Company’s unique combination of product capabilities, deep domain expertise and award-winning innovation helps customers across diverse end markets in capital-intensive industries improve their operational excellence while achieving sustainability goals.
The Company has revenue from customers in 117 countries as of December 31, 2023.
Basis of Presentation
The Company has prepared the accompanying unaudited condensed consolidated financial statements as of December 31, 2023, and for the second quarter of fiscal 2024 and 2023 pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) and in accordance with generally accepted accounting principles in the United States (“GAAP”). All intercompany balances and transactions have been eliminated in consolidation.
These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated and combined financial statements and the notes thereto included in our Annual Report on Form 10-K for the fiscal year ended June 30, 2023.
The preparation of financial statements and related disclosures in conformity with GAAP requires us to make judgments, assumptions, and estimates that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. The actual results that the Company experiences may differ materially from these estimates.
Russia and Ukraine
The Company maintains limited operations in Russia and licenses software and provides related services to customers in Russia and areas of Ukraine that are not under sanction. The Company had revenue of approximately $5.8 million and $16.8 million for the three months ended December 31, 2023 and 2022, respectively, and $13.0 million and $26.8 million for the six months ended December 31, 2023 and 2022, respectively. The Company had total assets of approximately $35.2 million and $39.7 million as of December 31, 2023 and June 30, 2023, respectively, related to operations in Russia.
The Company may be required to cease or suspend operations in Russia or, should the conflict or the effects of sanctions, export control measures and business restrictions worsen, the Company may voluntarily elect to do so. The Company has terminated all engineering services in Russia and the Company has limited its operations to contract renewals with existing customers. While the Company continues to evaluate the impact of the various sanctions and restrictions imposed by the United States and other governments on the Companys ability to conduct business in Russia, there is no assurance that the Company will be able to do so in the future. Any disruption to, or suspension of, the Companys business and operations in Russia would result in the loss of revenue and assets from the business in Russia and would negatively impact growth. The Company may also suffer reputational harm as a result of continued operations in Russia, which may adversely impact sales and other businesses in other countries.
   
v3.24.0.1
Significant Accounting Policies
3 Months Ended
Dec. 31, 2023
Accounting Policies [Abstract]  
Significant Accounting Policies Significant Accounting Policies
Our significant accounting policies are described in Note 2 to the consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended June 30, 2023. There were no material changes to our significant accounting policies during the six months ended December 31, 2023.
(a)     Revenue Recognition
Prior to the third quarter of fiscal 2023, Open Systems International, Inc. (“OSI Inc.”) software licenses were primarily sold with professional services and hardware to form an integrated solution for the customer. The professional services and hardware sold with the license significantly customized the underlying functionality and usability of the software. As such, none of the software license, hardware or professional services were considered distinct within the context of the contract and were therefore considered a single performance obligation. Because the integrated solution had no alternative use to the Company and the Company held an enforceable right to payment, revenue was recognized over time (typically one to two years) using an input measure of progress based on the ratio of actual costs incurred to date to the total estimated cost to
complete. For integrated solution contracts executed prior to the third quarter of fiscal 2023, revenue continues to be recognized over time until the implementation is complete.
At the start of the third quarter of fiscal 2023, the Company completed a series of business transformation activities relating to OSI Inc. products and services in conjunction with its ongoing integration activities. As part of a change in the related go-to-market strategy, the Company has invested in tools and processes to simplify and streamline the implementation services to significantly reduce the complexity and interdependency associated with its software. In addition, the Company has identified and trained several third-party implementation service partners to operate autonomously and directly with OSI Inc. customers to implement its products.
Accordingly, effective January 1, 2023, following the completion of these business transformation activities, for all prospective OSI Inc. contracts entered into after January 1, 2023, the Company accounts for the OSI Inc. software license, hardware, maintenance, and professional services as separate and distinct performance obligations. Software license revenue is recognized at a point in time when control transfers to the customer, which generally aligns with the first day of the contractual term. Hardware revenue is recognized at the point in time when control transfers to the customer, which generally occurs upon delivery. The recognition of maintenance revenue at OSI Inc. is unchanged and continues to be recognized ratably over the maintenance term. Professional services revenue is recognized over time (typically one to two years) using the proportional performance method by comparing the costs incurred to the total estimated project costs.
(b)     Recently Issued Accounting Standards Not Yet Adopted
v3.24.0.1
Revenue from Contracts with Customers (Notes)
6 Months Ended
Dec. 31, 2023
Revenue from Contracts with Customers [Abstract]  
Revenue from Contract with Customer [Text Block] Revenue from Contracts with Customers
Contract Assets and Contract Liabilities
Contract assets are subject to credit risk and reviewed in accordance with Accounting Standards Codification (“ASC”) 326, Financial Instruments Credit Losses. The Company monitors the credit quality of customer contract asset balances on an individual basis, at each reporting date, through credit characteristics, geographic location, and the industry in which they operate. The Company recognizes an impairment on contract assets if, subsequent to contract inception, it becomes probable payment is not collectible. An allowance for expected credit loss reflects losses expected over the remaining term of the contract asset and is determined based upon historical losses, customer-specific factors, and current economic conditions. The potential impact of credit losses on contract assets was immaterial as of December 31, 2023.
The Company’s contract assets and contract liabilities were as follows as of December 31, 2023 and June 30, 2023:
December 31, 2023June 30, 2023
(Dollars in Thousands)
Contract assets$964,165 $903,643 
Contract liabilities(170,558)(181,553)
Net contract assets$793,607 $722,090 
The majority of the Company’s contract balances are related to arrangements where revenue is recognized at a point in time and payments are made according to a contractual billing schedule. The change in the net contract asset balance during the six months ended December 31, 2023 was primarily due to greater revenue recognition as compared to billings. Revenue recognized from the contract liability balance as of June 30, 2023, was $47.4 million and $88.4 million for the three and six months ended December 31, 2023, respectively.
Transaction Price Allocated to Remaining Performance Obligations
The following table includes the aggregate amount of the transaction price allocated as of December 31, 2023 to the performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period:
Year Ending June 30,
20242025202620272028ThereafterTotal
(Dollars in Thousands)
License and solutions$104,615 $98,569 $45,664 $20,742 $6,911 $2,243 $278,744 
Maintenance165,061 257,890 192,502 134,883 85,101 44,596 880,033 
Services and other32,075 40,838 5,903 1,326 721 426 81,289 
Total$301,751 $397,297 $244,069 $156,951 $92,733 $47,265 $1,240,066 
Disaggregated Revenue Information
The table below reflects disaggregated revenues by business for the three months and six months ended December 31, 2023 and 2022:
Three Months Ended December 31,Six Months Ended December 31,
2023202220232022
(Dollars in Thousands)
Heritage AspenTech$167,437 $167,442 $343,180 $343,848 
Subsurface Science & Engineering
28,574 29,726 52,655 62,714 
OSI, Inc.61,152 45,670 110,636 87,095 
Total$257,163 $242,838 $506,471 $493,657 
The Company did not have any customers that accounted for 10 percent or more of the Company’s revenues for the three and six months ended December 31, 2023 and 2022, respectively.
v3.24.0.1
Acquisitions - USD ($)
$ in Thousands
Aug. 29, 2022
Oct. 10, 2021
Dec. 31, 2023
Jun. 30, 2023
Text Block [Abstract]        
Consideration transferred $ 87,200      
Identifiable intangible assets 31,500      
Goodwill $ 63,000   $ 8,329,997 $ 8,330,811
Heritage AspenTech        
Text Block [Abstract]        
Consideration transferred   $ 6,014,000    
v3.24.0.1
Intangible Assets
6 Months Ended
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Intangible Assets Intangible Assets 
Intangible assets consist of the following as of December 31, 2023 and June 30, 2023:
December 31, 2023
Developed TechnologyTrademarksCustomer Relationships and BacklogCapitalized Software and OtherTotal
(Dollars in Thousands)
Gross carrying amount$1,903,599 $464,400 $3,082,541 $24,026 $5,474,566 
Less: Accumulated amortization(438,942)(19,536)(578,144)(9,308)(1,045,930)
Net carrying amount$1,464,657 $444,864 $2,504,397 $14,718 $4,428,636 
June 30, 2023
Developed TechnologyTrademarksCustomer Relationships and BacklogCapitalized Software and OtherTotal
(Dollars in Thousands)
Gross carrying amount$1,903,599 $464,400 $3,082,541 $11,526 $5,462,066 
Less: Accumulated amortization(341,964)(13,821)(437,673)(8,951)(802,409)
Net carrying amount$1,561,635 $450,579 $2,644,868 $2,575 $4,659,657 
Of the total intangible assets net carrying amount of $4.4 billion as of December 31, 2023, $430.0 million relates to the registered trademarks associated with the Transaction (as defined in Note 15, “Related-Party Transactions”) that are not subject to amortization. Total intangible asset amortization expense was $121.7 million and $121.2 million during the three months ended December 31, 2023 and 2022, respectively
v3.24.0.1
Goodwill
6 Months Ended
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill Goodwill
The changes in the carrying amount of goodwill during the six months ended December 31, 2023 were as follows:
Carrying Value
(Dollars in Thousands)
Balance as of June 30, 2023
$8,330,811 
Foreign currency translation(814)
Balance as of December 31, 2023
$8,329,997 
v3.24.0.1
Fair Value
6 Months Ended
Dec. 31, 2023
Fair Value Disclosures [Abstract]  
Fair Value Fair Value
The Company determines fair value by utilizing a fair value hierarchy that ranks the quality and reliability of the information used in its determination. Fair values determined using “Level 1 inputs” utilize unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Fair values determined using “Level 2 inputs” utilize data points that are observable, such as quoted prices, interest rates and yield curves for similar assets and liabilities. 
Cash equivalents are reported at fair value utilizing quoted market prices in identical markets, or “Level 1 Inputs.” The Company’s cash equivalents consist of short-term money market instruments.
Equity method investments are reported at fair value calculated in accordance with the market approach, utilizing market consensus pricing models with quoted prices that are directly or indirectly observable, or “Level 2 Inputs.”
The following table summarizes financial assets and liabilities measured and recorded at fair value on a recurring basis in the accompanying condensed consolidated balance sheets as of December 31, 2023 and June 30, 2023, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value:
December 31, 2023
 
Level 1 Inputs
Level 2 Inputs
 (Dollars in Thousands)
Cash equivalents$7,715 $— 
Equity method investments$— $2,398 
June 30, 2023
Level 1 Inputs
Level 2 Inputs
(Dollars in Thousands)
Cash equivalents$132,918 $— 
Equity method investments$— $2,673 
Financial instruments not measured or recorded at fair value in the accompanying condensed consolidated financial statements consist of accounts receivable, accounts payable and accrued liabilities. The estimated fair value of these financial instruments approximates their carrying value. The estimated fair value of the borrowings under the Amended and Restated Credit Agreement (described below in Note 10, “Debt”) approximates its carrying value due to the floating interest rate.
v3.24.0.1
Credit Agreement
6 Months Ended
Dec. 31, 2023
Debt Disclosure [Abstract]  
Credit Agreement Debt
Credit Agreement with Related Party
On December 23, 2022, the Company entered into a credit agreement with Emerson (the “Emerson Credit Agreement”), which provided for an aggregate term loan commitment of $630.0 million. Under the terms of the Emerson Credit Agreement, the Company would have used the proceeds from borrowings under the Emerson Credit Agreement to pay, in part, the cash consideration for funding the acquisition of Mining Software Holdings Pty Ltd (“Micromine”) and to pay the fees and expenses incurred in connection with the Emerson Credit Agreement.
On August 18, 2023, the Emerson Credit Agreement was terminated in connection with the termination of the agreement to purchase Micromine. There was no amount outstanding under the Emerson Credit Agreement at the time it was terminated.
Amended and Restated Credit Agreement
The Company has an Amended and Restated Credit Agreement (the “Amended and Restated Credit Agreement”) with JPMorgan Chase Bank, N.A. (“JPMorgan”) that provides for a $200.0 million secured revolving credit facility.
As of December 31, 2023, after taking into account eligible outstanding letters of credit allowable per the Amended and Restated Credit Agreement in the aggregate amount of $2.6 million, the Company had $197.4 million available for borrowing under the Amended and Restated Credit Agreement. Any outstanding balances of the indebtedness under the revolving credit facility will mature on December 23, 2024.
The Amended and Restated Credit Agreement contains customary affirmative and negative covenants, including restrictions on incurring additional debt, liens, fundamental changes, asset sales, restricted payments (including dividends) and transactions with affiliates. There are also financial covenants measured at the end of each fiscal quarter including a maximum leverage ratio of 3.50 to 1.00 and a minimum interest coverage ratio of 2.50 to 1.00. As of December 31, 2023, the Company was in compliance with these covenants.
v3.24.0.1
Stock-Based Compensation
6 Months Ended
Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation 
The stock-based compensation expense under all equity plans and its classification in the condensed consolidated statements of operations for the three and six months ended December 31, 2023 and 2022 are as follows:
Three Months Ended December 31,Six Months Ended December 31,
 2023202220232022
 (Dollars in Thousands)
Cost of license and solutions$602 $1,200 $1,282 $1,919 
Cost of maintenance729 474 1,217 1,035 
Cost of services and other360 428 858 858 
Selling and marketing2,707 3,826 5,649 7,191 
Research and development3,719 4,240 8,272 7,858 
General and administrative8,094 13,273 15,632 22,316 
Total stock-based compensation$16,211 $23,441 $32,910 $41,177 
Stock Options
The table below summarizes activities related to stock options for the six months ended December 31, 2023:
Number of SharesWeighted Average Exercise PriceWeighted Average Remaining Contractual Term
Aggregate Intrinsic Value(1)
(in years)(in thousands)
Outstanding as of June 30, 20231,005,826 $144.17 6.44$32,935 
Granted1,471 $171.56 
Exercised(49,671)$134.25 
Cancelled / Forfeited(7,958)$184.16 
Outstanding as of December 31, 2023949,668 $161.10 5.63$72,007 
Exercisable as of December 31, 2023683,313 $130.41 4.88$61,341 
Vested and expected to vest as of December 31, 2023933,517 $143.75 5.58$71,386 
__________
(1)     The aggregate intrinsic value in this table represents any excess of the closing market price of the Company’s common stock as of December 31, 2023 ($220.15) over the exercise price of the underlying options.
Restricted Stock Units and Performance Stock Units
Restricted stock units and performance stock units are not included in issued and outstanding common stock until the units are vested and the underlying shares are settled. The table below summarizes activities related to restricted stock units and performance stock units for the six months ended December 31, 2023:
Number of Shares Underlying Restricted Units — Performance-Based AwardsNumber of Shares Underlying Restricted Units — Time-Based Awards
(Dollars in Thousands)
Outstanding as of June 30, 2023— 456,368 
Granted94,174 186,938 
Settled— (229,807)
Cancelled / Forfeited(716)(12,792)
Outstanding as of December 31, 202393,458 400,707 
Weighted average remaining recognition period of outstanding restricted units (in years)2.503.03
Unrecognized stock-based compensation expense of outstanding restricted units$8,824 $43,170 
Aggregate intrinsic value of outstanding restricted units$14,418 $86,235 
The weighted average grant date fair value per restricted stock unit was $192.21 and $246.15 during the three months ended December 31, 2023 and 2022, respectively, and $193.74 and $209.79 during the six months ended December 31, 2023 and 2022, respectively. The weighted average grant date fair value per performance stock unit was $199.06 and $194.03 during the three and six months ended December 31, 2023, respectively, and there were no granted or outstanding performance stock units during the three and six months ended December 31, 2022.
Beginning in fiscal 2024, the Company granted performance stock units with a performance condition and service condition. These performance stock units vest on a cliff basis in three years based upon the achievement of predefined performance goals, with the ability for 25% of granted awards to vest on an accelerated basis in each of the first two years. The performance goal relates to the sum of (i) annual contract value growth and (ii) free cash flow margin over the performance period. Up to 175% of the performance stock units could vest upon achievement of the performance goals. Conversely, if a minimum performance goal is not met, none of the performance stock units will vest. On a quarterly basis, management evaluates the probability that the threshold performance goals will be achieved, if at all, and the anticipated level of attainment to determine the amount of compensation expense to record in the condensed consolidated financial statements.
v3.24.0.1
Net Income Per Share
6 Months Ended
Dec. 31, 2023
Earnings Per Share [Abstract]  
Net Income Per Share Net Loss Per Share
Basic (loss) income per share is determined by dividing net (loss) income by the weighted average common shares outstanding during the period. Diluted (loss) income per share is determined by dividing net (loss) income by diluted weighted average shares outstanding during the period. Diluted weighted average shares reflect the dilutive effect, if any, of potential common shares. To the extent their effect is dilutive, employee equity awards and other commitments to be settled in common stock are included in the calculation of diluted net (loss) income per share based on the treasury stock method.
The calculations of basic and diluted net loss per share and basic and dilutive weighted average shares outstanding for the three and six months ended December 31, 2023 and 2022 are as follows:
Three Months Ended December 31,Six Months Ended December 31,
2023202220232022
 (Dollars and Shares in Thousands, Except per Share Data)
Net loss$(21,500)$(66,197)$(56,025)$(77,441)
Basic weighted average shares outstanding63,699 64,621 64,009 64,538 
Dilutive weighted average shares outstanding63,699 64,621 64,009 64,538 
Net loss per share    
Basic$(0.34)$(1.02)$(0.88)$(1.20)
Dilutive$(0.34)$(1.02)$(0.88)$(1.20)
For the three and six months ended December 31, 2023, and 2022 certain employee equity awards were anti-dilutive based on the treasury stock method. The following employee equity awards were excluded from the calculation of dilutive weighted average shares outstanding because their effect would be anti-dilutive as of December 31, 2023 and 2022:
Three Months Ended December 31,Six Months Ended December 31,
 2023202220232022
 (Shares in Thousands)
Employee equity awards1,433 1,574 1,352 1,479 
v3.24.0.1
Stock Repurchases
6 Months Ended
Dec. 31, 2023
Equity [Abstract]  
Treasury Stock Stock Repurchases
On May 5, 2023, the Company entered into an accelerated share repurchase program (“ASR Program”) with JPMorgan to repurchase an aggregate of $100.0 million of the Company’s common stock. Pursuant to the terms of the ASR Program, the Company made an initial payment to JPMorgan and received an initial delivery of 487,626 shares of the Company’s common stock, which represented approximately 80% of the total number of shares of the Company’s common stock expected to be purchased under the ASR Program.
The ASR Program was settled on August 7, 2023, resulting in an additional delivery of 107,045 shares of the Company’s common stock. The Company repurchased in total 594,671 shares of common stock for $100.0 million as part of the ASR Program. The $100.0 million payment made to JPMorgan was recognized as a reduction to stockholders’ equity, consisting of an increase in treasury stock representing the value of the 594,671 shares received upon settlement, offset by an increase to additional-paid-in-capital for the value of the shares repurchased in excess of the $100.0 million payment.
On August 1, 2023, the Company announced that its Board of Directors approved a share repurchase program (the “Share Repurchase Authorization”) pursuant to which an aggregate $300.0 million of its common stock may be repurchased, by means of open market transactions, block transactions, privately negotiated purchase transactions or any other purchase techniques, including 10b5-1 trading plans. The timing and amount of any shares repurchased under the Share Repurchase Authorization are based on market conditions and other factors. All shares of the Company’s common stock repurchased have been recorded as treasury stock under the cost method. The Company reflects share repurchases in its condensed consolidated financial statements once the transaction is settled.
During the second quarter of fiscal 2024, the Company repurchased 375,041 shares for $72.1 million under the Share Repurchase Authorization. As of December 31, 2023, a total of 954,839 shares have been repurchased under the Share Repurchase Authorization for $186.3 million, with the total remaining value being $113.7 million.
v3.24.0.1
Income Taxes
3 Months Ended
Dec. 31, 2023
Income Tax Disclosure [Abstract]  
Income Taxes Benefit) Provision for Income Taxes
The Company computes its tax provision (benefit) for interim periods by applying the estimated annual effective tax rate (“AETR”) to year-to-date income from operations and adjusting for discrete items arising in that quarter. However, if the Company is unable to make a reliable estimate of its AETR, then the actual effective tax rate for the year-to-date period may be the best estimate. For the three months ended September 30, 2022, the Company computed its tax provision (benefit) using the AETR approach. However, starting with the six months ended December 31, 2022, the Company recorded the actual effective tax rate as it was determined that the AETR approach was not the most appropriate estimate to be applied to the year-to-date pretax (loss) income given small changes in the forecast of pre-tax (loss) income would result in significant changes in the AETR. For the three and six months ended December 31, 2023, the Company again recorded the actual effective tax rate as it was determined that the AETR approach was not the most appropriate estimate.
Benefit for income taxes was $15.7 million for the three months ended December 31, 2023 and income tax expense was $49.6 million for the three months ended December 31, 2022, resulting in effective tax rates of 42.1% and (298.0)%, respectively. Income tax benefit primarily increased due to the prior year’s change in the Company’s approach to computing its tax provision (benefit) for interim periods to an actual effective tax rate method.
Benefit for income taxes was $33.1 million and $44.0 million for the six months ended December 31, 2023 and 2022, respectively, resulting in effective tax rates of 37.2% and 36.2%, respectively. Income tax benefit decreased primarily due to an increase in year-to-date earnings and a reduced Foreign-Derived Intangible Income (“FDII”) deduction recorded in the current period.
v3.24.0.1
Comprehensive Text Block List
6 Months Ended
Dec. 31, 2023
Text Block [Abstract]  
Related Party Transactions Disclosure Related-Party Transactions
On October 10, 2021, Emerson entered into a definitive agreement (the “Transaction Agreement”) with AspenTech Corporation (f/k/a Aspen Technology, Inc.) (“Heritage AspenTech”) to contribute the Emerson industrial software business (the “Industrial Software Business”), along with $6.014 billion in cash, to create AspenTech (the “Transaction”). The Industrial Software Business included OSI Inc. and the Geological Simulation Software business (“GSS”), which the Company has renamed as Subsurface Science & Engineering (“SSE”). The Transaction closed on May 16, 2022 (“Closing Date”). Emerson owned approximately 56% of AspenTech on a fully diluted basis as of December 31, 2023.
The Company utilizes some aspects of Emersons centralized treasury function to manage the working capital and financing needs of its business operations. This function oversees a cash pooling arrangement which sweeps certain Company cash accounts into pooled Emerson cash accounts on a daily basis and are reflected as receivables from related parties in the condensed consolidated balance sheet. Conversely, any cash funded to the Company from these pooled Emerson cash accounts are reflected as due to related parties in the condensed consolidated balance sheet. The aggregate net activity between the Company and Emerson associated with the cash pooling arrangement is reflected within cash flows from financing activities as net transfers from parent within the condensed consolidated statements of cash flows.
Before the closing of the Transaction, the Industrial Software Business was charged for costs directly attributable to the SSE business and OSI Inc. and was allocated a portion of Emerson’s costs, including general corporate costs, information technology costs, insurance and other benefit costs, and shared service and other costs. All of these costs are reflected in the Company’s condensed consolidated financial statements. Management believes the methodologies and assumptions used to allocate these costs are reasonable.
At the closing of the Transaction, Emerson and the Company entered into a transition service agreement (the “Transition Service Agreement”) for the provision of certain transitionary services from Emerson to the Company. Pursuant to the Transition Service Agreement, Emerson provides the Company with certain services, including information technology, human resources and other specified services, as well as access to certain of Emerson’s existing facilities. Transition Service Agreement related activities have been recorded as cost of goods sold or operating expenses from related parties and resulting balances have been presented as receivable from or due to related parties in the condensed consolidated financial statements presented.
In connection with the closing of the Transaction, the Company entered into a registration rights agreement (the “Registration Rights Agreement”) and a tax matters agreement (the “Tax Matters Agreement”) with Emerson. The Registration Rights Agreement grants Emerson certain market registration rights, including demand registration rights and piggyback registration rights, with respect to its registrable securities. The Company has agreed to pay out-of-pocket fees and expenses in connection with such registration, subject to certain exceptions. The Tax Matters Agreement governs the rights and obligations that the Company and Emerson have with respect to taxes of the Company and certain Emerson subsidiaries. In addition, under the terms of the Tax Matters Agreement, the Company agreed to indemnify Emerson and its affiliates against any and all tax-related liabilities incurred by them relating to the Transaction and certain related business reorganizations to the extent such tax-related liabilities are caused by any action taken by the Company.
Receivables from related parties and due to related parties reported in the condensed consolidated balance sheets as of December 31, 2023 and June 30, 2023 include the following:
December 31, 2023June 30, 2023
(Dollars in Thousands)
Interest bearing receivables from related parties$60,870 $61,948 
Trade receivables from related parties609 427 
Receivables from related parties$61,479 $62,375 
Interest bearing payables to related parties$95,860 $21,866 
Trade payables to related parties227 153 
Due to related parties$96,087 $22,019 
Allocations and charges from Emerson are as follows:
Three Months Ended December 31,Six Months Ended December 31,
2023202220232022
(Dollars in Thousands)
Information technology$370 $763 $1,346 $1,574 
Shared services and other$266 $1,157 $640 $3,895 
Corporate costs, human resources, and insurance and other benefits are recorded in general and administrative expenses and information technology, facility charges, and shared services and other are allocated to cost of goods sold and operating expenses based on systemic methods.
Before the closing of the Transaction, OSI Inc. and the SSE business engaged in various transactions to sell software and purchase goods in the ordinary course of business with affiliates of Emerson. At the closing, the Company and Emerson entered into a commercial agreement to allow Emerson to distribute software and services from the Company (the “Commercial Agreement”). Pursuant to the Commercial Agreement as amended from time to time in accordance with the Stockholders Agreement (as defined below), AspenTech grants Emerson the right to distribute, on a non-exclusive basis, certain (i) existing Heritage AspenTech products, (ii) existing Emerson products transferred to AspenTech pursuant to the Transaction Agreement and (iii) future AspenTech products as mutually agreed upon, in each case, to end-users through Emerson acting as an agent, reseller or original equipment manufacturer. Commercial Agreement-related activities have been recorded as revenues and expenses from related parties and resulting trade balances have been presented as trade receivables from related parties in the condensed consolidated financial statements presented. Revenue and purchases from Emerson affiliates for the three months ended December 31, 2023 and 2022 are as follows:
Three Months Ended December 31,Six Months Ended December 31,
2023202220232022
(Dollars in Thousands)
Revenue from Emerson affiliates$43 $$310 $567 
Purchases from Emerson affiliates$118 $85 $189 $1,786 
Emerson Share Maintenance Rights
Immediately following the closing of the Transaction, Emerson beneficially owned 55% of the fully diluted shares of AspenTech common stock. At the Closing Date, the Company and Emerson entered into a stockholders agreement (the “Stockholders Agreement”), which sets forth, among other matters, the right of Emerson to nominate directors to the Company’s board of directors, the right of Emerson to nominate the chair of the Company’s board of directors, the composition of the committees of the Company’s board of directors, certain consent rights of Emerson to certain material actions taken by the Company and consent rights with respect to modifications or changes to the Company’s business strategy. Under the Stockholders Agreement, Emerson also has the right to acquire additional equity securities of AspenTech pursuant to pre-agreed procedures and rights in order to maintain its 55% ownership interest. No additional shares of common stock, or any other equity securities of AspenTech, were issued by the Company to Emerson subsequent to the closing of the Transaction through December 31, 2023.
Business Combination with Related Party
The Inmation acquisition completed on August 29, 2022 was considered a related party transaction. Refer to Note 4, “Acquisitions”, to our condensed consolidated financial statements for further discussion.
Credit Agreement with Related Party
On December 23, 2022, the Company entered into the Emerson Credit Agreement with Emerson, which provided for an aggregate term loan commitment of $630.0 million, and on August 18, 2023, the Emerson Credit Agreement was terminated in connection with the termination of the agreement to purchase Micromine. There was no amount outstanding under the Emerson Credit Agreement at the time it was terminated. Refer to Note 10, “Debt”, to our condensed consolidated financial statements for further discussion.
Plantweb Optics Analytics
On July 28, 2023, the Company entered into the Plantweb Optics Analytics Assignment and License Agreement with Emerson for the purchase of Emerson’s Plantweb Optics Analytics software and the perpetual and royalty-free licensing of other Emerson intellectual property for $12.5 million in the aggregate.
The Company is currently integrating the purchased software and licensed intellectual property with its existing asset performance management product suite and accordingly has capitalized the full purchase price in accordance with ASC 985-20, “Costs of Software to be Sold, Leased, or Marketed.”
v3.24.0.1
Segment Information
6 Months Ended
Dec. 31, 2023
Segment Reporting [Abstract]  
Segment Information Segment and Geographic Information
The Company operates in one operating and reportable segment. The Company’s chief operating decision maker is its President and Chief Executive Officer, who makes operating decisions, assesses performance and allocates resources on a consolidated basis.
Geographic Information
Summarized below is information about the Company’s geographic operations:
Revenue by Destination
Three Months Ended December 31,Six Months Ended December 31,
2023202220232022
(Dollars in Thousands)
Americas$148,358 $114,463 $281,374 $245,321 
Asia, Middle East and Africa57,030 62,043 114,715 115,714 
Europe51,775 66,332 110,382 132,622 
Total$257,163 $242,838 $506,471 $493,657 
Americas included revenue in the United States of $132.7 million and $88.1 million for the three months ended December 31, 2023 and 2022, respectively, and $228.7 million and $200.4 million for the six months ended December 31, 2023 and 2022, respectively.
Property, Equipment, and
Leasehold Improvements, Net
December 31, 2023June 30, 2023
(Dollars in Thousands)
Americas$13,788 $15,793 
Asia, Middle East and Africa1,875 1,923 
Europe1,093 954 
Total$16,756 $18,670 
Property, equipment, and leasehold improvements, net located in the United States were $11.8 million and $13.4 million as of December 31, 2023 and June 30, 2023, respectively.
v3.24.0.1
Regulated Operations
6 Months Ended
Dec. 31, 2023
Regulated Operations [Abstract]  
Supplemental Balance Sheet Disclosures [Text Block] Accrued Expenses and Other Current Liabilities
Accrued expenses and other current liabilities in the accompanying condensed consolidated balance sheets consist of the following:
 December 31, 2023June 30, 2023
 (Dollars in Thousands)
Compensation-related$54,729 $62,162 
Professional fees4,042 6,265 
Accrued taxes2,941 3,065 
Royalties and outside commissions422 654 
Acquisition-related8,984 
Other18,920 18,396 
Total accrued expenses and other current liabilities$81,059 $99,526 
v3.24.0.1
Intangible Assets (Policies)
6 Months Ended
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Intangible Assets Intangible Assets 
Intangible assets consist of the following as of December 31, 2023 and June 30, 2023:
December 31, 2023
Developed TechnologyTrademarksCustomer Relationships and BacklogCapitalized Software and OtherTotal
(Dollars in Thousands)
Gross carrying amount$1,903,599 $464,400 $3,082,541 $24,026 $5,474,566 
Less: Accumulated amortization(438,942)(19,536)(578,144)(9,308)(1,045,930)
Net carrying amount$1,464,657 $444,864 $2,504,397 $14,718 $4,428,636 
June 30, 2023
Developed TechnologyTrademarksCustomer Relationships and BacklogCapitalized Software and OtherTotal
(Dollars in Thousands)
Gross carrying amount$1,903,599 $464,400 $3,082,541 $11,526 $5,462,066 
Less: Accumulated amortization(341,964)(13,821)(437,673)(8,951)(802,409)
Net carrying amount$1,561,635 $450,579 $2,644,868 $2,575 $4,659,657 
Of the total intangible assets net carrying amount of $4.4 billion as of December 31, 2023, $430.0 million relates to the registered trademarks associated with the Transaction (as defined in Note 15, “Related-Party Transactions”) that are not subject to amortization. Total intangible asset amortization expense was $121.7 million and $121.2 million during the three months ended December 31, 2023 and 2022, respectively
v3.24.0.1
Goodwill (Policies)
6 Months Ended
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill Goodwill
The changes in the carrying amount of goodwill during the six months ended December 31, 2023 were as follows:
Carrying Value
(Dollars in Thousands)
Balance as of June 30, 2023
$8,330,811 
Foreign currency translation(814)
Balance as of December 31, 2023
$8,329,997 
v3.24.0.1
Leases, Codification Topic 842 (Policies)
6 Months Ended
Dec. 31, 2023
Leases [Abstract]  
Lessee, Leases [Policy Text Block] Leases
On December 26, 2023, the Company entered into an amendment to its existing lease agreement at its principal executive offices located in Bedford, Massachusetts (the “Lease Amendment”). Under the Lease Amendment, the Company: (i) extended the term of the existing lease for approximately 132,000 rentable square feet from March 2025 to March 2038, and (ii) obtained an additional approximate 23,000 rentable square feet of office space, also through March 2038.
The Company accounted for the Lease Amendment as a lease modification. Accordingly, the right-of-use assets and lease liabilities were remeasured using an incremental borrowing rate at the date of modification. This lease modification resulted in the recording of an additional right-of-use asset and lease liability of $32.9 million recognized on the condensed consolidated balance sheet, which is reflected net of a $25.4 million leasehold improvement incentive to be paid directly to external vendors by the landlord under the Lease Amendment. As invoices are paid by the landlord during construction of the
improvements, the Company will increase the balances of the lease liability and construction-in-process assets, which is included within property, equipment and leasehold improvements, net in the condensed consolidated balance sheets. When placed into service, the construction-in-process assets will be reclassified to leasehold improvements and depreciated over the shorter of the remaining term of the lease or the life of the underlying asset.
Operating lease costs are recognized on a straight-line basis over the term of the lease. The components of total lease expense for the three and six months ended December 31, 2023 and 2022 are as follows:
Three Months Ended December 31,Six Months Ended December 31,
 2023202220232022
 (Dollars in Thousands)
Operating lease expense$5,023 $4,352 $9,489 $8,387 
Variable lease expense193 216 416 425 
Short term lease expense147 199 304 (96)
Total lease expense$5,363 $4,767 $10,209 $8,716 
The following table summarizes the balances of the Company’s operating lease right-of-use assets and operating lease liabilities as of December 31, 2023 and June 30, 2023:
December 31, 2023June 30, 2023
(Dollars in Thousands)
Operating lease right-of-use assets$97,035 $67,642 
Current operating lease liabilities$13,810 $12,928 
Non-current operating lease liabilities$83,812 $55,442 
The weighted-average remaining lease term for operating leases was approximately 12 years and 9 years, and the weighted-average discount rate was approximately 4.0% and 3.0% as of December 31, 2023 and June 30, 2023, respectively.
The following table represents the future maturities of the Company’s operating lease liabilities as of December 31, 2023:
Fiscal Year Ending June 30,(Dollars in Thousands)
2024$2,345 
20259,018 
20269,422 
202713,104 
202812,510 
Thereafter103,490 
Total lease payments149,889 
Less: imputed interest(26,882)
Less: leasehold improvement incentives to be utilized(25,385)
Total lease maturities$97,622 
v3.24.0.1
Revenue from Contracts with Customers (Tables)
6 Months Ended
Dec. 31, 2023
Revenue from Contracts with Customers [Abstract]  
Disaggregation of Revenue [Table Text Block]
The table below reflects disaggregated revenues by business for the three months and six months ended December 31, 2023 and 2022:
Three Months Ended December 31,Six Months Ended December 31,
2023202220232022
(Dollars in Thousands)
Heritage AspenTech$167,437 $167,442 $343,180 $343,848 
Subsurface Science & Engineering
28,574 29,726 52,655 62,714 
OSI, Inc.61,152 45,670 110,636 87,095 
Total$257,163 $242,838 $506,471 $493,657 
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block]
The Company’s contract assets and contract liabilities were as follows as of December 31, 2023 and June 30, 2023:
December 31, 2023June 30, 2023
(Dollars in Thousands)
Contract assets$964,165 $903,643 
Contract liabilities(170,558)(181,553)
Net contract assets$793,607 $722,090 
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Table Text Block]
The following table includes the aggregate amount of the transaction price allocated as of December 31, 2023 to the performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period:
Year Ending June 30,
20242025202620272028ThereafterTotal
(Dollars in Thousands)
License and solutions$104,615 $98,569 $45,664 $20,742 $6,911 $2,243 $278,744 
Maintenance165,061 257,890 192,502 134,883 85,101 44,596 880,033 
Services and other32,075 40,838 5,903 1,326 721 426 81,289 
Total$301,751 $397,297 $244,069 $156,951 $92,733 $47,265 $1,240,066 
v3.24.0.1
Intangible Assets (Tables)
6 Months Ended
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Intangible assets
Intangible assets consist of the following as of December 31, 2023 and June 30, 2023:
December 31, 2023
Developed TechnologyTrademarksCustomer Relationships and BacklogCapitalized Software and OtherTotal
(Dollars in Thousands)
Gross carrying amount$1,903,599 $464,400 $3,082,541 $24,026 $5,474,566 
Less: Accumulated amortization(438,942)(19,536)(578,144)(9,308)(1,045,930)
Net carrying amount$1,464,657 $444,864 $2,504,397 $14,718 $4,428,636 
June 30, 2023
Developed TechnologyTrademarksCustomer Relationships and BacklogCapitalized Software and OtherTotal
(Dollars in Thousands)
Gross carrying amount$1,903,599 $464,400 $3,082,541 $11,526 $5,462,066 
Less: Accumulated amortization(341,964)(13,821)(437,673)(8,951)(802,409)
Net carrying amount$1,561,635 $450,579 $2,644,868 $2,575 $4,659,657 
v3.24.0.1
Goodwill (Tables)
6 Months Ended
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Changes in carrying amount of goodwill by reporting unit
The changes in the carrying amount of goodwill during the six months ended December 31, 2023 were as follows:
Carrying Value
(Dollars in Thousands)
Balance as of June 30, 2023
$8,330,811 
Foreign currency translation(814)
Balance as of December 31, 2023
$8,329,997 
v3.24.0.1
Fair Value Fair Value (Tables)
6 Months Ended
Dec. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]  
Fair Value Option, Disclosures [Table Text Block]
The following table summarizes financial assets and liabilities measured and recorded at fair value on a recurring basis in the accompanying condensed consolidated balance sheets as of December 31, 2023 and June 30, 2023, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value:
December 31, 2023
 
Level 1 Inputs
Level 2 Inputs
 (Dollars in Thousands)
Cash equivalents$7,715 $— 
Equity method investments$— $2,398 
v3.24.0.1
Stock-Based Compensation (Tables)
6 Months Ended
Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Schedule of stock-based compensation expense
The stock-based compensation expense under all equity plans and its classification in the condensed consolidated statements of operations for the three and six months ended December 31, 2023 and 2022 are as follows:
Three Months Ended December 31,Six Months Ended December 31,
 2023202220232022
 (Dollars in Thousands)
Cost of license and solutions$602 $1,200 $1,282 $1,919 
Cost of maintenance729 474 1,217 1,035 
Cost of services and other360 428 858 858 
Selling and marketing2,707 3,826 5,649 7,191 
Research and development3,719 4,240 8,272 7,858 
General and administrative8,094 13,273 15,632 22,316 
Total stock-based compensation$16,211 $23,441 $32,910 $41,177 
v3.24.0.1
Net Income Per Share (Tables)
6 Months Ended
Dec. 31, 2023
Earnings Per Share [Abstract]  
Schedule of calculations of basic and diluted net income per share and basic and dilutive weighted average shares outstanding
The calculations of basic and diluted net loss per share and basic and dilutive weighted average shares outstanding for the three and six months ended December 31, 2023 and 2022 are as follows:
Three Months Ended December 31,Six Months Ended December 31,
2023202220232022
 (Dollars and Shares in Thousands, Except per Share Data)
Net loss$(21,500)$(66,197)$(56,025)$(77,441)
Basic weighted average shares outstanding63,699 64,621 64,009 64,538 
Dilutive weighted average shares outstanding63,699 64,621 64,009 64,538 
Net loss per share    
Basic$(0.34)$(1.02)$(0.88)$(1.20)
Dilutive$(0.34)$(1.02)$(0.88)$(1.20)
Schedule of employee equity awards excluded from the calculation of dilutive weighted average shares outstanding The following employee equity awards were excluded from the calculation of dilutive weighted average shares outstanding because their effect would be anti-dilutive as of December 31, 2023 and 2022:
Three Months Ended December 31,Six Months Ended December 31,
 2023202220232022
 (Shares in Thousands)
Employee equity awards1,433 1,574 1,352 1,479 
v3.24.0.1
Comprehensive Text Block List (Tables)
6 Months Ended
Dec. 31, 2023
Text Block [Abstract]  
Restructuring and Related Costs
Allocations and charges from Emerson are as follows:
Three Months Ended December 31,Six Months Ended December 31,
2023202220232022
(Dollars in Thousands)
Information technology$370 $763 $1,346 $1,574 
Shared services and other$266 $1,157 $640 $3,895 
Investments in and Advances to Affiliates
Three Months Ended December 31,Six Months Ended December 31,
2023202220232022
(Dollars in Thousands)
Revenue from Emerson affiliates$43 $$310 $567 
Purchases from Emerson affiliates$118 $85 $189 $1,786 
Schedule of Accounts Payable and Accrued Liabilities
Receivables from related parties and due to related parties reported in the condensed consolidated balance sheets as of December 31, 2023 and June 30, 2023 include the following:
December 31, 2023June 30, 2023
(Dollars in Thousands)
Interest bearing receivables from related parties$60,870 $61,948 
Trade receivables from related parties609 427 
Receivables from related parties$61,479 $62,375 
Interest bearing payables to related parties$95,860 $21,866 
Trade payables to related parties227 153 
Due to related parties$96,087 $22,019 
v3.24.0.1
Segment Information (Tables)
6 Months Ended
Dec. 31, 2023
Segment Reporting [Abstract]  
Revenue from External Customers by Geographic Areas
Summarized below is information about the Company’s geographic operations:
Revenue by Destination
Three Months Ended December 31,Six Months Ended December 31,
2023202220232022
(Dollars in Thousands)
Americas$148,358 $114,463 $281,374 $245,321 
Asia, Middle East and Africa57,030 62,043 114,715 115,714 
Europe51,775 66,332 110,382 132,622 
Total$257,163 $242,838 $506,471 $493,657 
Property, Plant and Equipment [Table Text Block]
Property, Equipment, and
Leasehold Improvements, Net
December 31, 2023June 30, 2023
(Dollars in Thousands)
Americas$13,788 $15,793 
Asia, Middle East and Africa1,875 1,923 
Europe1,093 954 
Total$16,756 $18,670 
v3.24.0.1
Organization and Basis of Presentation (Details)
$ in Millions
3 Months Ended 6 Months Ended
Dec. 31, 2023
USD ($)
countries
Dec. 31, 2022
USD ($)
Dec. 31, 2023
USD ($)
countries
Dec. 31, 2022
USD ($)
Jun. 30, 2023
USD ($)
Contractors [Abstract]          
Number of Countries in which Entity Operates | countries 117   117    
Revenue from Contract with Customer, Including Assessed Tax Russia $ 5.8 $ 16.8 $ 13.0 $ 26.8  
Assets Russia $ 35.2   $ 35.2   $ 39.7
v3.24.0.1
Revenue from Contracts with Customers (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Revenue from Contract with Customer [Abstract]        
Revenue recognized that was previously deferred $ 47,400   $ 88,400  
Revenue from Contract with Customer, Excluding Assessed Tax 257,163 $ 242,838 $ 506,471 $ 493,657
Segment Reporting, Disclosure of Major Customers     not not
Revenue recognized that was previously deferred 47,400   $ 88,400  
OSI Inc.        
Revenue from Contract with Customer, Excluding Assessed Tax 61,152 45,670 110,636 $ 87,095
SSE        
Revenue from Contract with Customer, Excluding Assessed Tax 28,574 29,726 52,655 62,714
Heritage AspenTech        
Revenue from Contract with Customer, Excluding Assessed Tax $ 167,437 $ 167,442 $ 343,180 $ 343,848
v3.24.0.1
Revenue from Contracts with Customers Disaggregation of Revenue (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Total revenue $ 257,163 $ 242,838 $ 506,471 $ 493,657
License and solutions        
Total revenue 152,463 149,843 301,111 310,068
Maintenance        
Total revenue 85,056 78,628 170,024 156,994
Services and other        
Total revenue $ 19,644 $ 14,367 $ 35,336 $ 26,595
v3.24.0.1
Revenue from Contracts with Customers Contract Balances (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2023
Jun. 30, 2023
Revenue recognized that was previously deferred $ 47,400 $ 88,400  
Deferred revenue (170,558) (170,558) $ (181,553)
Contract assets 964,165 964,165 903,643
Net Contract Assets (Liabilities) $ 793,607 $ 793,607 $ 722,090
v3.24.0.1
Revenue from Contracts with Customers Transaction Price Allocated to Remaining Performance Obligations (Details)
$ in Thousands
Dec. 31, 2023
USD ($)
Transaction Price Allocated to Remaining Performance Obligations, Amount $ 1,240,066
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 301,751
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 397,297
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 244,069
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 156,951
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 92,733
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 47,265
License and solutions  
Transaction Price Allocated to Remaining Performance Obligations, Amount 278,744
License and solutions | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 104,615
License and solutions | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 98,569
License and solutions | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 45,664
License and solutions | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 20,742
License and solutions | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 6,911
License and solutions | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 2,243
Maintenance  
Transaction Price Allocated to Remaining Performance Obligations, Amount 880,033
Maintenance | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 165,061
Maintenance | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 257,890
Maintenance | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 192,502
Maintenance | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 134,883
Maintenance | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 85,101
Maintenance | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 44,596
Services and other  
Transaction Price Allocated to Remaining Performance Obligations, Amount 81,289
Services and other | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 32,075
Services and other | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 40,838
Services and other | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 5,903
Services and other | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 1,326
Services and other | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount 721
Services and other | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-07-01  
Transaction Price Allocated to Remaining Performance Obligations, Amount $ 426
v3.24.0.1
Acquisitions - Narrative (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Aug. 18, 2023
Aug. 29, 2022
Oct. 10, 2021
Dec. 31, 2023
Sep. 30, 2023
Dec. 31, 2022
Sep. 30, 2022
Dec. 31, 2023
Dec. 31, 2022
Jun. 30, 2023
Business Acquisition [Line Items]                    
Consideration transferred   $ 87,200                
Identifiable intangible assets   31,500                
Goodwill   63,000   $ 8,329,997       $ 8,329,997   $ 8,330,811
Effective income tax rate (as a percent)       42.10%   (298.00%)   37.20% 36.20%  
Trademarks       $ 1,045,930       $ 1,045,930   802,409
Total revenue       257,163   $ 242,838   506,471 $ 493,657  
Net loss       (21,500) $ (34,525) (66,197) $ (11,244) (56,025) (77,441)  
Payments to Acquire Businesses, Net of Cash Acquired               8,273 74,947  
Intangible asset amortization expense       121,700   121,200   243,400 242,300  
Business Combination, Consideration Transferred, Net Cash Paid   $ 72,500                
Other Payments to Acquire Businesses               0 1,363  
Intangible assets, net       4,428,636       $ 4,428,636   4,659,657
Acquisitions               Acquisitions 
Inmation Software GmbH
On August 29, 2022, the Company completed the acquisition of inmation Software GmbH (“Inmation”) for total cash consideration of $87.2 million. The purchase price consisted of $78.9 million of cash paid at closing and an additional $8.3 million in indemnification holdbacks, which was paid on August 18, 2023. The total cash acquired from Inmation was approximately $6.4 million resulting in a net cash payment of $72.5 million during the three months ended September 30, 2022. The Company recognized goodwill of $63.0 million (none of which is expected to be tax deductible) and identifiable intangible assets of $31.5 million, primarily consisting of developed technology and customer relationships, with a useful life of approximately five years for developed technology and seven years for customer relationships.
Inmation’s revenue included in the Company’s condensed consolidated statements of operations was $0.8 million and $0.9 million for the three months ended December 31, 2023 and 2022, respectively, and $1.3 million and $1.2 million for the six months ended December 31, 2023 and 2022, respectively. Inmation’s net loss included in the Company’s condensed consolidated statements of operations was $2.2 million and $0.9 million for the three months ended December 31, 2023 and
2022, respectively, and $2.3 million and $1.1 million for the six months ended December 31, 2023 and 2022, respectively. Results included amortization of developed technology and customer relationships of $1.5 million and $1.4 million for the three months ended December 31, 2023 and 2022 respectively, and $2.9 million and $1.9 million for the six months ended December 31, 2023 and 2022, respectively.
Prior to the closing date, Inmation was considered a related party to AspenTech as Emerson Electric Co. (“Emerson” or “Parent Company”), through one of its subsidiaries, held an equity-method investment in Inmation. At the time of close, $17.6 million was paid to Emerson in exchange for all its shares in Inmation, with another $1.9 million paid for an indemnification holdback 12 months after the close on August 18, 2023.
   
Minimum                    
Business Acquisition [Line Items]                    
Finite-lived intangible asset, useful life   5 years                
Maximum                    
Business Acquisition [Line Items]                    
Finite-lived intangible asset, useful life   7 years                
Inmation Software GmbH                    
Business Acquisition [Line Items]                    
Total revenue       800   900   $ 1,300 1,200  
Net loss       2,200   (900)   2,300 (1,100)  
Business Combination, Consideration Transferred, Cash Paid   $ 78,900                
Business Combination, Consideration Transferred, Hold Back   8,300                
Business Combination, Consideration Transferred, Exchange of Shares   17,600                
Business Combination, Consideration Transferred, Exchange of Shares, After $ 1,900                  
Business Combination, Consideration Transferred, Cash Acquired   $ 6,400                
Heritage AspenTech                    
Business Acquisition [Line Items]                    
Consideration transferred     $ 6,014,000              
Intangible asset amortization expense               430,000    
Customer relationships                    
Business Acquisition [Line Items]                    
Trademarks       578,144       578,144   437,673
Intangible assets, net       2,504,397       2,504,397   2,644,868
Gross carrying amount                    
Business Acquisition [Line Items]                    
Trademarks       438,942       438,942   341,964
Intangible assets, net       1,464,657       1,464,657   1,561,635
Gross carrying amount | Inmation Software GmbH                    
Business Acquisition [Line Items]                    
Intangible asset amortization expense       1,500   $ 1,400   2,900 $ 1,900  
Trademarks                    
Business Acquisition [Line Items]                    
Trademarks       19,536       19,536   13,821
Intangible assets, net       $ 444,864       $ 444,864   $ 450,579
v3.24.0.1
Acquisitions - Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Jun. 30, 2023
Aug. 29, 2022
Business Acquisition [Line Items]      
Identifiable intangible assets     $ 31,500
Goodwill $ 8,329,997 $ 8,330,811 $ 63,000
v3.24.0.1
Intangible Assets - Schedule of Intangible Assets (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Jun. 30, 2023
Finite-Lived Intangible Assets [Line Items]          
Developed Technology $ 5,474,566   $ 5,474,566   $ 5,462,066
Trademarks (1,045,930)   (1,045,930)   (802,409)
Intangible assets, net 4,428,636   4,428,636   4,659,657
Intangible asset amortization expense 121,700 $ 121,200 243,400 $ 242,300  
Gross carrying amount          
Finite-Lived Intangible Assets [Line Items]          
Developed Technology 1,903,599   1,903,599   1,903,599
Trademarks (438,942)   (438,942)   (341,964)
Intangible assets, net 1,464,657   1,464,657   1,561,635
Less: Accumulated amortization          
Finite-Lived Intangible Assets [Line Items]          
Developed Technology 3,082,541   3,082,541   3,082,541
Trademarks (578,144)   (578,144)   (437,673)
Intangible assets, net 2,504,397   2,504,397   2,644,868
Trademarks          
Finite-Lived Intangible Assets [Line Items]          
Developed Technology 464,400   464,400   464,400
Trademarks (19,536)   (19,536)   (13,821)
Intangible assets, net 444,864   444,864   450,579
Purchased software          
Finite-Lived Intangible Assets [Line Items]          
Developed Technology 24,026   24,026   11,526
Trademarks (9,308)   (9,308)   (8,951)
Intangible assets, net $ 14,718   $ 14,718   $ 2,575
v3.24.0.1
Intangible Assets - Narrative (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Jun. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]          
Intangible asset amortization expense $ 121,700 $ 121,200 $ 243,400 $ 242,300  
Intangible assets, net $ 4,428,636   $ 4,428,636   $ 4,659,657
v3.24.0.1
Goodwill - Goodwill, Net (Details)
$ in Thousands
6 Months Ended
Dec. 31, 2023
USD ($)
Goodwill:  
Balance as of June 30, 2023 $ 8,330,811
Foreign currency translation (814)
Balance as of December 31, 2023 $ 8,329,997
v3.24.0.1
Fair Value (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Jun. 30, 2023
Level 1 Inputs    
Fair Value    
Cash equivalents $ 7,715 $ 132,918
Level 2 Inputs    
Fair Value    
Equity method investments $ 2,398 $ 2,673
v3.24.0.1
Credit Agreement (Details)
$ in Millions
Dec. 31, 2023
USD ($)
Dec. 23, 2022
USD ($)
Dec. 23, 2019
USD ($)
Credit Agreement      
Maximum leverage ratio 3.50    
Minimum interest coverage ratio 2.50    
Emerson Electric Co.      
Credit Agreement      
Principal amount   $ 630.0  
Revolving Credit Facility [Member]      
Credit Agreement      
Principal amount $ 197.4   $ 200.0
v3.24.0.1
Credit Agreement Schedule of Long-Term Debt (Details) - USD ($)
$ in Millions
Dec. 31, 2023
Dec. 23, 2019
Debt Instrument [Line Items]    
Letters of Credit Outstanding, Amount $ 2.6  
Revolving Credit Facility [Member]    
Debt Instrument [Line Items]    
Debt Instrument, Face Amount $ 197.4 $ 200.0
v3.24.0.1
Stock-Based Compensation - Additional Disclosures (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Stock-based compensation, additional disclosures        
Issuance of shares of common stock     $ 7,920 $ 25,605
Employee stock purchase plan, stock-based compensation $ 16,211 $ 23,441 $ 32,910 $ 41,177
Restricted Stock Units        
Stock-based compensation, additional disclosures        
Weighted average grant-date fair value of RSUs granted $ 192.21 $ 246.15 $ 193.74 $ 209.79
Performance awards, shares granted     186,938  
v3.24.0.1
Stock-Based Compensation - Stock-Based Compensation Expense and its Classification in the Consolidated Statements of Operations (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Recorded as expenses:        
Total stock-based compensation $ 16,211 $ 23,441 $ 32,910 $ 41,177
License and solutions        
Recorded as expenses:        
Total stock-based compensation 602 1,200 1,282 1,919
Cost of maintenance        
Recorded as expenses:        
Total stock-based compensation 729 474 1,217 1,035
Cost of services and other        
Recorded as expenses:        
Total stock-based compensation 360 428 858 858
Selling and marketing        
Recorded as expenses:        
Total stock-based compensation 2,707 3,826 5,649 7,191
Research and development        
Recorded as expenses:        
Total stock-based compensation 3,719 4,240 8,272 7,858
General and administrative        
Recorded as expenses:        
Total stock-based compensation $ 8,094 $ 13,273 $ 15,632 $ 22,316
v3.24.0.1
Stock-Based Compensation - Stock Option Activity (Details) - USD ($)
6 Months Ended 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Jun. 30, 2023
Aggregate Intrinsic Value      
Issuance of shares of common stock $ 7,920,000 $ 25,605,000  
Share Price $ 220.15    
Stock-Based Compensation Stock-Based Compensation 
The stock-based compensation expense under all equity plans and its classification in the condensed consolidated statements of operations for the three and six months ended December 31, 2023 and 2022 are as follows:
Three Months Ended December 31,Six Months Ended December 31,
 2023202220232022
 (Dollars in Thousands)
Cost of license and solutions$602 $1,200 $1,282 $1,919 
Cost of maintenance729 474 1,217 1,035 
Cost of services and other360 428 858 858 
Selling and marketing2,707 3,826 5,649 7,191 
Research and development3,719 4,240 8,272 7,858 
General and administrative8,094 13,273 15,632 22,316 
Total stock-based compensation$16,211 $23,441 $32,910 $41,177 
Stock Options
The table below summarizes activities related to stock options for the six months ended December 31, 2023:
Number of SharesWeighted Average Exercise PriceWeighted Average Remaining Contractual Term
Aggregate Intrinsic Value(1)
(in years)(in thousands)
Outstanding as of June 30, 20231,005,826 $144.17 6.44$32,935 
Granted1,471 $171.56 
Exercised(49,671)$134.25 
Cancelled / Forfeited(7,958)$184.16 
Outstanding as of December 31, 2023949,668 $161.10 5.63$72,007 
Exercisable as of December 31, 2023683,313 $130.41 4.88$61,341 
Vested and expected to vest as of December 31, 2023933,517 $143.75 5.58$71,386 
__________
(1)     The aggregate intrinsic value in this table represents any excess of the closing market price of the Company’s common stock as of December 31, 2023 ($220.15) over the exercise price of the underlying options.
Restricted Stock Units and Performance Stock Units
Restricted stock units and performance stock units are not included in issued and outstanding common stock until the units are vested and the underlying shares are settled. The table below summarizes activities related to restricted stock units and performance stock units for the six months ended December 31, 2023:
Number of Shares Underlying Restricted Units — Performance-Based AwardsNumber of Shares Underlying Restricted Units — Time-Based Awards
(Dollars in Thousands)
Outstanding as of June 30, 2023— 456,368 
Granted94,174 186,938 
Settled— (229,807)
Cancelled / Forfeited(716)(12,792)
Outstanding as of December 31, 202393,458 400,707 
Weighted average remaining recognition period of outstanding restricted units (in years)2.503.03
Unrecognized stock-based compensation expense of outstanding restricted units$8,824 $43,170 
Aggregate intrinsic value of outstanding restricted units$14,418 $86,235 
The weighted average grant date fair value per restricted stock unit was $192.21 and $246.15 during the three months ended December 31, 2023 and 2022, respectively, and $193.74 and $209.79 during the six months ended December 31, 2023 and 2022, respectively. The weighted average grant date fair value per performance stock unit was $199.06 and $194.03 during the three and six months ended December 31, 2023, respectively, and there were no granted or outstanding performance stock units during the three and six months ended December 31, 2022.
Beginning in fiscal 2024, the Company granted performance stock units with a performance condition and service condition. These performance stock units vest on a cliff basis in three years based upon the achievement of predefined performance goals, with the ability for 25% of granted awards to vest on an accelerated basis in each of the first two years. The performance goal relates to the sum of (i) annual contract value growth and (ii) free cash flow margin over the performance period. Up to 175% of the performance stock units could vest upon achievement of the performance goals. Conversely, if a minimum performance goal is not met, none of the performance stock units will vest. On a quarterly basis, management evaluates the probability that the threshold performance goals will be achieved, if at all, and the anticipated level of attainment to determine the amount of compensation expense to record in the condensed consolidated financial statements.
   
Stock Options      
Stock options activity      
Outstanding, beginning of period (in shares) 1,005,826    
Granted (in shares) 1,471    
Exercised (in shares) (49,671)    
Outstanding, end of period (in shares) 949,668   1,005,826
Weighted Average Exercise Price      
Outstanding, beginning of period (in dollars per share) $ 144.17    
Granted (in dollars per share) 171.56    
Exercised (in dollars per share) 134.25    
Outstanding, end of period (in dollars per share) $ 161.10   $ 144.17
Weighted Average Remaining Contractual Term      
Outstanding, end of period 5 years 7 months 17 days   6 years 5 months 8 days
Aggregate Intrinsic Value      
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Forfeitures and Expirations in Period (7,958)    
Cancelled / Forfeited (in dollars per share) $ 184.16    
Outstanding, end of period $ 72,007   $ 32,935
Vested and exercisable, end of period (in shares) 683,313    
Vested and exercisable, end of period (in dollars per share) $ 130.41    
Vested and exercisable, end of period 4 years 10 months 17 days    
Vested and exercisable, end of period $ 61,341    
Vested and expected to vest, end of period (in shares) 933,517    
Vested and expected to vest, end of period (in dollars per share) $ 143.75    
Vested and expected to vest, end of period 5 years 6 months 29 days    
Vested and expected to vest, end of period $ 71,386    
v3.24.0.1
Stock-Based Compensation - RSU Activity (Details) - USD ($)
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Jun. 30, 2023
Restricted Stock Units          
Restricted stock units activity          
Granted (in shares)     186,938    
Weighted Average Grant Date Fair Value          
Granted (in dollars per share) $ 192.21 $ 246.15 $ 193.74 $ 209.79  
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number 400,707   400,707   456,368
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms     3 years 10 days    
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period     (229,807)    
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Forfeited in Period     (12,792)    
Total unrecognized compensation cost $ 43,170   $ 43,170    
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Outstanding $ 86,235   $ 86,235    
Performance Shares [Member]          
Restricted stock units activity          
Granted (in shares)     94,174    
Weighted Average Grant Date Fair Value          
Granted (in dollars per share) $ 199.06   $ 194.03    
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number 93,458   93,458   0
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms     2 years 6 months    
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period     0    
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Forfeited in Period     (716)    
Total unrecognized compensation cost $ 8,824   $ 8,824    
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Outstanding $ 14,418   $ 14,418    
v3.24.0.1
Net Income Per Share - Calculations of Basic and Diluted Net Income per Share and Basic and Dilutive Weighted Average Shares Outstanding (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Sep. 30, 2023
Dec. 31, 2022
Sep. 30, 2022
Dec. 31, 2023
Dec. 31, 2022
Net loss $ (21,500) $ (34,525) $ (66,197) $ (11,244) $ (56,025) $ (77,441)
Weighted Average Number of Shares Outstanding, Basic 63,699   64,621   64,009 64,538
Basic $ (0.34)   $ (1.02)   $ (0.88) $ (1.20)
Earnings Per Share, Diluted $ (0.34)   $ (1.02)   $ (0.88) $ (1.20)
Dilutive impact from:            
Dilutive weighted average shares outstanding (in shares) 63,699   64,621   64,009 64,538
v3.24.0.1
Net Income Per Share - Stock Options Excluded from the Computation of Dilutive Weighted Average Shares Outstanding (Details) - shares
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Employee equity awards were excluded from the calculation of dilutive weighted average shares outstanding because their effect would be anti-dilutive        
Employee equity awards (in shares) 1,433,000 1,574,000 1,352,000 1,479,000
v3.24.0.1
Net Income Per Share - Employee Equity Awards Excluded from the Calculation of Dilutive Weighted Average Shares Outstanding (Details) - shares
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Employee equity awards were excluded from the calculation of dilutive weighted average shares outstanding because their effect would be anti-dilutive        
Employee equity awards (in shares) 1,433,000 1,574,000 1,352,000 1,479,000
v3.24.0.1
Stock Repurchases - Narrative (Details) - USD ($)
3 Months Ended 6 Months Ended
Aug. 07, 2023
May 05, 2023
Dec. 31, 2023
Sep. 30, 2023
Dec. 31, 2023
Aug. 01, 2023
Stock Transactions, Parenthetical Disclosure [Abstract]            
Treasury Stock, Value, Acquired, Cost Method     $ 72,105,000 $ 114,224,000    
Treasury Stock, Common            
Stock Transactions, Parenthetical Disclosure [Abstract]            
Treasury Stock, Shares, Acquired     375,041 686,843    
Treasury Stock, Value, Acquired, Cost Method     $ (72,105,000) $ (134,434,000)    
Additional Paid-in Capital [Member]            
Stock Transactions, Parenthetical Disclosure [Abstract]            
Treasury Stock, Value, Acquired, Cost Method       $ 20,210,000    
ASR Program            
Stock Transactions, Parenthetical Disclosure [Abstract]            
Accelerated Share Repurchases, Settlement (Payment) or Receipt   $ 100,000,000        
Treasury Stock, Shares, Acquired 594,671          
Treasury Stock, Value, Acquired, Cost Method $ 100,000,000          
ASR Program | Initial Share Repurchase            
Stock Transactions, Parenthetical Disclosure [Abstract]            
Treasury Stock, Shares, Acquired   487,626        
ASR Program | Final Share Repurchase            
Stock Transactions, Parenthetical Disclosure [Abstract]            
Treasury Stock, Shares, Acquired 107,045          
Aug 1 Share Repurchase Authorization Program            
Stock Transactions, Parenthetical Disclosure [Abstract]            
Treasury Stock, Shares, Acquired     375,041   954,839  
Treasury Stock, Value, Acquired, Cost Method     $ 72,100,000   $ 186,300,000  
Approved stock repurchase program, authorized amount (up to)           $ 300,000,000
Remaining capacity under the stock repurchase program     $ 113,700,000   $ 113,700,000  
v3.24.0.1
Income Taxes (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
New Accounting Pronouncements or Change in Accounting Principle [Line Items]        
(Benefit) provision for income taxes $ (15,659) $ 49,565 $ (33,126) $ (43,982)
Effective income tax rate (as a percent) 42.10% (298.00%) 37.20% 36.20%
v3.24.0.1
Comprehensive Text Block List (Details)
$ in Thousands
3 Months Ended 6 Months Ended
Aug. 29, 2022
USD ($)
Oct. 10, 2021
USD ($)
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Jul. 28, 2023
USD ($)
Dec. 23, 2022
USD ($)
May 16, 2022
Payment for Plantweb Optics Analytics             $ 12,500    
Maximum leverage ratio     3.50   3.50        
Minimum interest coverage ratio     2.50   2.50        
Consideration transferred $ 87,200                
Heritage AspenTech                  
Consideration transferred   $ 6,014,000              
Emerson Electric Co.                  
Text Block [Abstract]                  
Purchases from Emerson affiliates     $ 118 $ 85 $ 189 $ 1,786      
Revenue from Emerson affiliates     43 4 310 567      
Principal amount               $ 630,000  
Purchases from Emerson affiliates     118 85 189 1,786      
Revenue from Emerson affiliates     $ 43 4 $ 310 567      
Emerson Electric Co. | Heritage AspenTech                  
Text Block [Abstract]                  
Business Acquisition, Percentage of Voting Interests Acquired     56.00%   56.00%       55.00%
Business Acquisition, Percentage of Voting Interests Acquired     56.00%   56.00%       55.00%
Information technology                  
Payments of Distributions to Affiliates     $ 370 763 $ 1,346 1,574      
Shared services and other                  
Payments of Distributions to Affiliates     $ 266 $ 1,157 $ 640 $ 3,895      
v3.24.0.1
Segment Information - Summary of Reportable Segments' Profits (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Jun. 30, 2023
Summary of reportable segments' profits          
Loss from operations $ (49,243) $ (59,395) $ (109,455) $ (110,577)  
Property, equipment and leasehold improvements, net 16,756   16,756   $ 18,670
Revenue from Contract with Customer, Excluding Assessed Tax 257,163 242,838 506,471 493,657  
Americas          
Summary of reportable segments' profits          
Property, equipment and leasehold improvements, net 13,788   13,788   15,793
Revenue from Contract with Customer, Excluding Assessed Tax 148,358 114,463 281,374 245,321  
Asia, Middle East and Africa          
Summary of reportable segments' profits          
Property, equipment and leasehold improvements, net 1,875   1,875   1,923
Revenue from Contract with Customer, Excluding Assessed Tax 57,030 62,043 114,715 115,714  
Europe          
Summary of reportable segments' profits          
Property, equipment and leasehold improvements, net 1,093   1,093   954
Revenue from Contract with Customer, Excluding Assessed Tax 51,775 66,332 110,382 132,622  
North America          
Summary of reportable segments' profits          
Property, equipment and leasehold improvements, net 11,800   11,800   $ 13,400
Revenue from Contract with Customer, Excluding Assessed Tax $ 132,700 $ 88,100 $ 228,700 $ 200,400  
v3.24.0.1
Leases, Codification Topic 842 (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Jun. 30, 2024
Jun. 30, 2023
Lessee, Lease, Description [Line Items]            
Operating Lease, Expense $ 5,023 $ 4,352 $ 9,489 $ 8,387    
Variable lease costs 193 216 416 425    
Short-Term Lease, Cost (147) (199) (304) (96)    
Total lease costs 5,363 $ 4,767 10,209 $ 8,716    
Operating lease right-of-use assets 97,035   97,035   $ 97,035 $ 67,642
Current operating lease liabilities 13,810   13,810   13,810 12,928
Non-current operating lease liabilities $ 83,812   $ 83,812   $ 83,812 $ 55,442
Weighted average discount rate 4.00%   4.00%     3.00%
Weighted average remaining lease term 12 years   12 years     9 years
2021 $ 2,345   $ 2,345      
2022 9,018   9,018      
2023 9,422   9,422      
2024 13,104   13,104      
2025 12,510   12,510      
Thereafter 103,490   103,490      
Total lease payments 149,889   149,889      
Less: imputed interest (26,882)   (26,882)      
Leasehold Improvements, Gross (25,385)   (25,385)      
Operating lease liabilities 97,622   97,622      
Additional ROU Asset and Lease Liability 32,900   32,900      
Additional ROU Asset and Lease Liability net of Leasehold Improvement Inventives $ 25,400   $ 25,400      
v3.24.0.1
Regulated Operations (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Jun. 30, 2023
Regulated Operations [Abstract]      
Compensation-related $ 54,729   $ 62,162
Deferred acquisition payments 5   8,984
Accrued Professional Fees, Current 4,042   6,265
Accrued Income Taxes 2,941   3,065
Accrued Royalties, Current 422   654
Other Accrued Liabilities, Current 18,920   18,396
Accrued expenses and other current liabilities $ 81,059 $ 81,059 $ 99,526
v3.24.0.1
Label Element Value
Net Cash Provided by (Used in) Operating Activities us-gaap_NetCashProvidedByUsedInOperatingActivities $ 46,808,000
Related Party [Member]  
Notes Payable us-gaap_NotesPayable 95,860,000
Notes Payable us-gaap_NotesPayable 21,866,000
Financing Receivable, after Allowance for Credit Loss us-gaap_NotesReceivableNet 60,870,000
Financing Receivable, after Allowance for Credit Loss us-gaap_NotesReceivableNet 61,948,000
Accounts Payable us-gaap_AccountsPayableCurrentAndNoncurrent 227,000
Accounts Payable us-gaap_AccountsPayableCurrentAndNoncurrent 153,000
Accounts Receivable, after Allowance for Credit Loss us-gaap_AccountsReceivableNet 609,000
Accounts Receivable, after Allowance for Credit Loss us-gaap_AccountsReceivableNet $ 427,000
Employee Stock Option [Member]  
Share-Based Payment Arrangement, Activity [Table Text Block] us-gaap_ScheduleOfShareBasedCompensationActivityTableTextBlock
The table below summarizes activities related to stock options for the six months ended December 31, 2023:
Number of SharesWeighted Average Exercise PriceWeighted Average Remaining Contractual Term
Aggregate Intrinsic Value(1)
(in years)(in thousands)
Outstanding as of June 30, 20231,005,826 $144.17 6.44$32,935 
Granted1,471 $171.56 
Exercised(49,671)$134.25 
Cancelled / Forfeited(7,958)$184.16 
Outstanding as of December 31, 2023949,668 $161.10 5.63$72,007 
Exercisable as of December 31, 2023683,313 $130.41 4.88$61,341 
Vested and expected to vest as of December 31, 2023933,517 $143.75 5.58$71,386 
__________
(1)     The aggregate intrinsic value in this table represents any excess of the closing market price of the Company’s common stock as of December 31, 2023 ($220.15) over the exercise price of the underlying options.
Restricted Stock Units (RSUs) [Member]  
Share-Based Payment Arrangement, Activity [Table Text Block] us-gaap_ScheduleOfShareBasedCompensationActivityTableTextBlock The table below summarizes activities related to restricted stock units and performance stock units for the six months ended December 31, 2023:
Number of Shares Underlying Restricted Units — Performance-Based AwardsNumber of Shares Underlying Restricted Units — Time-Based Awards
(Dollars in Thousands)
Outstanding as of June 30, 2023— 456,368 
Granted94,174 186,938 
Settled— (229,807)
Cancelled / Forfeited(716)(12,792)
Outstanding as of December 31, 202393,458 400,707 
Weighted average remaining recognition period of outstanding restricted units (in years)2.503.03
Unrecognized stock-based compensation expense of outstanding restricted units$8,824 $43,170 
Aggregate intrinsic value of outstanding restricted units$14,418 $86,235 

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