SAP AG / Third country release according to Article 30e Para. 1, No. 3 of the WpHG [the German Securities Trading Act]
19.01.2008
Release of a Post-admission Duties announcement according to Article 30e Para. 1 No. 3 WpHG
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In connection with the Tender Offer under U.S. law for the securities of
Business Objects S.A. (name of the Subject Company) made by SAP France
S.A., a société anonyme organized under the laws of the Republic of France
and a wholly owned subsidiary of SAP AG, and SAP AG (names of the Offerors:
SAP France S.A. and SAP AG), the following documents have been filed with
the U.S. Securities and Exchange Commission (SEC) on January 18, 2008:
1. on behalf of SAP AG (and SAP France S.A.):
Amendment No. 4 to Schedule TO-T (Tender Offer Statement) (as amended),
initially filed by SAP France S.A. on December 4, 2007, adding new Exhibits
to Schedule TO-T ('Amendment No. 4').
The new Exhibits added to Schedule TO-T by Amendment No. 4 are the
following:
Exhibit (a)(5)(vii): Transcript of bloggers teleconference by senior
management of SAP AG and Business Objects S.A. held on January 16, 2008,
Exhibit (a)(5)(viii): Transcript of European media teleconference by senior
management of SAP AG and Business Objects S.A. held on January 16, 2008.
This Amendment No. 4 amends and supplements the Schedule TO-T initially
filed with the SEC on December 4, 2007 by SAP France S.A. and amended by
Amendment No. 1 (filed on January 3, 2008), by Amendment No. 2 (filed on
January 15, 2008) and by Amendment No. 3 (filed on January 16, 2008).
This Amendment No. 4 including the Exhibits filed are available on the
website of SAP AG under http://www.sap.com/about/investor/bobj.epx .
The Schedule TO-T filed by SAP France S.A. on December 4, 2007 contains the
offer documentation of the U.S. Tender Offer for the securities of Business
Objects S.A. and comprises the following documents:
a Schedule TO-T with
Exhibit (a)(1)(i): U.S. Offer to Purchase dated December 4, 2007,
Exhibit (a)(1)(ii): ADS Letter of Transmittal,
Exhibit (a)(1)(iii): Letter to Brokers, Dealers, Commercial Banks, Trust
Companies and other Nominees,
Exhibit (a)(1)(iv): Letter to Clients from Brokers, Dealers, Commercial
Banks, Trust Companies and other Nominees (ADSs),
Exhibit (a)(1)(v): Guidelines for Certification of Taxpayer Identification
Number on Substitute Form W-9,
Exhibit (a)(1)(vi): Form of Acceptance for Shares,
Exhibit (a)(1)(vii): Form of Acceptance for ORNANEs,
Exhibit (a)(1)(viii): Form of Acceptance for Warrants,
Exhibit (a)(1)(ix): Letter to Clients from Brokers, Dealers, Commercial
Banks, Trust Companies and other Nominees (Shares and ORNANEs),
Exhibit (a)(5)(i): Summary advertisement published December 4, 2007,
Exhibit (a)(5)(ii): Press release issued by SAP AG on December 4, 2007,
Exhibit (b): Accession and Restatement Agreement dated as of November 30,
2007, by and among SAP AG, Deutsche Bank AG, Deutsche Bank Luxembourg S.A.
and Deutsche Bank AG, Paris Branch and Certain Financial Institutions,
Exhibit (d)(1): Tender Offer Agreement dated as of October 7, 2007, between
SAP AG and Business Objects S.A.,
Exhibit (d)(2): Assignment and Assumption Agreement dated as of October 22,
2007, between SAP AG and SAP France S.A.,
Exhibit (d)(3): Amendment No. 1 to Tender Offer Agreement dated as of
December 3, 2007, by and among SAP AG, SAP France S.A. and Business Objects
S.A.,
Exhibit (d)(4): Confidentiality Agreement entered into on September 8,
2007, by and between SAP AG and Business Objects S.A.
By Amendment No. 2 (filed on January 15, 2008) the following Exhibit was
added to Schedule TO-T:
Exhibit (a)(5)(iii): Joint Press Release issued by SAP France, SAP AG and
Business Objects on January 15, 2008.
By Amendment No. 3 (filed on January 16, 2008) the following Exhibits were
added to Schedule TO-T:
Exhibit (a)(5)(iv): Press release issued by SAP AG dated January 16, 2008,
Exhibit (a)(5)(v): Joint press release issued by SAP AG and Business
Objects S.A. announcing joint product offerings dated January 16, 2008,
Exhibit(a)(5)(vi): Joint press release issued by SAP AG and Business
Objects S.A. announcing partner support dated January 16, 2008.
These documents initially filed by SAP France S.A. on December 4, 2007, the
Amendment No. 1, the Amendment No. 2 (including Exhibit (a) (5) (iii)) and
the Amendment No. 3 (including the Exhibits) are available on the website
of SAP AG under
http://www.sap.com/about/investor/bobj.epx .
2. by SAP AG:
A Form 6-K with the following Exhibits (which are identical to the above
new Exhibits added to Schedule TO-T by Amendment No. 4):
Exhibit 99.1: Transcript of bloggers teleconference by senior management of
SAP AG and Business Objects S.A. held on January 16, 2008,
Exhibit 99.2: Transcript of European media teleconference by senior
management of SAP AG and Business Objects S.A. held on January 16, 2008.
This Form 6-K including the Exhibits filed are available on the website of
SAP AG under http://www.sap.com/about/investor/bobj.epx .
DGAP 19.01.2008
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Language: English
Issuer: SAP AG
Dietmar-Hopp-Allee 16
69190 Walldorf
Deutschland
Internet: www.sap.com
End of News DGAP News-Service
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DGAP-CMS: SAP AG: Release according to Article 30e of the WpHG [the German Securities Trading Act] with the objective of Europe-wide distribution
| Source: EQS Group AG