Form 8-K





Washington, D.C. 20549







Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 18, 2017



Altair Engineering Inc.

(Exact name of registrant as specified in its charter)




Delaware   001-38263   38-2591828

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

1820 E. Big Beaver Road

Troy, Michigan

(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (248) 614-2400

Not Applicable

(Former name or former address, if changed since last report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 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.  ☐




Item 8.01. Other Events

MSC Litigation

On December 18, 2017, Altair Engineering Inc. issued a press release announcing that the federal court dismissed MSC’s claim of trade secret misappropriation. A copy of the press release is being furnished as Exhibit 99.1 to this Report on Form 8-K.

The information in this Report on Form 8-K and Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.


Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.





99.1    Press Release issued by Altair Engineering Inc. dated December 18, 2017, furnished hereto.


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 hereunto duly authorized.



Date: December 18, 2017


/s/ Howard N. Morof

      Howard N. Morof
      Chief Financial Officer

Exhibit 99.1



Federal Court Dismisses MSC’s Trade Secret Claim Against Altair

TROY, Mich., December 18, 2017 – On December 13, 2017, Judge Avern Cohn granted Altair Engineering Inc. (Nasdaq: ALTR) summary judgment and dismissed MSC’s claim of trade secret misappropriation. In his decision, Judge Cohn found, “MSC has no admissible evidence to support its claim for damages,” and noted, “MSC concedes that its multimillion dollar damage claim is unsupported in light of the exclusion of [MSC’s expert’s] testimony and it does not challenge Altair’s reasoning.”

The case has been pending in federal court in Detroit for over ten years. The Judge’s decision finished with a reference to the famous T.S. Eliot poem The Hollow Men: “This is the way the world ends; Not with a bang but a whimper.”

MSC sued Altair in June 2007 alleging misappropriation of trade secrets and breach of confidentiality and non-solicitation agreements by MSC’s former employees. The Court resolved many of the claims before trial. In April 2014, a jury awarded MSC $26.5 million in damages; however, the award was largely vacated by Judge Cohn in November 2014. The Judge ordered a new trial regarding MSC’s claim for trade secret damages. The Judge’s December 13 ruling dismisses MSC’s trade secret claim in its entirety.

The case is MSC Software Corp. v. Altair Engineering Inc. et al. Civil Case No. 07-12807 (U.S. District Court, Eastern District of Michigan). The Court’s decision is docket entry 1224. Altair is represented in the litigation by the law firm of Fish & Richardson.

About ALTAIR (Nasdaq: ALTR)

Altair is focused on the development and broad application of simulation technology to synthesize and optimize designs, processes and decisions for improved business performance. With more than 2,000 employees, Altair is headquartered in Troy, Michigan, USA and operates 69 offices throughout 24 countries. Altair serves more than 5,000 customers across broad industry segments. To learn more, please visit