SAP AG / Third country release according to Article 30e Para. 1, No. 3 of the
WpHG [the German Securities Trading Act]
25.05.2012 17:20
Dissemination of a Post-admission Duties announcement according to Article 30e
Para. 1 No. 3 WpHG, transmitted by
DGAP - a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.
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With ad hoc announcement dated May 22, 2012, SAP AG announced that SAP AG's
subsidiary, SAP America, Inc., has entered into an agreement dated as of
May 22, 2012 to acquire Ariba, Inc., Sunnyvale, California, USA ('Ariba'),
the leading cloud-based business commerce network, for USD 45.00 per share,
representing an enterprise value of approximately USD 4.3 billion. The
acquisition will combine Ariba's successful buyer-seller collaboration
network with SAP's broad customer base and deep business process expertise
to create new models for business-to-business collaboration in the cloud.
The proposed acquisition of Ariba by SAP will be effected pursuant to the
terms of an Agreement and Plan of Merger by and among, SAP America, Angel
Expansion Corporation, a wholly owned subsidiary of SAP America, and Ariba.
The per share purchase price represents a 20% premium over the May 21
closing price and a 19% premium over the one month volume weighted average
price per share. The transaction will be funded from SAP's free cash and a
EUR 2.4 billion term loan facility. The transaction is expected to close
in the third quarter of calendar year 2012, subject to Ariba stockholder
approval, clearances by relevant regulatory authorities and other customary
closing conditions.
In connection with the acquisition of Ariba, SAP AG has filed with the U.S.
Securities and Exchange Commission ('SEC') the following documents:
On May 22, 2012:
A Schedule 14A containing proxy soliciting materials consisting of:
- 'Joint press release issued by SAP AG and Ariba, Inc. dated May 22, 2012'
- 'Presentation 'Accelerating SAP's Cloud Presence: Launching the Business
Network' dated May 22, 2012'
- 'SAP Employee FAQ dated May 22, 2012'
- 'Letter to SAP customers dated May 22, 2012'
- 'Letter to SAP partners dated May 22, 2012'
On May 23, 2012:
A Schedule 14A containing proxy soliciting materials consisting of:
- 'Transcript of the investor and media conference call on May 22, 2012'
The abovementioned documents filed with the SEC are available on the
corporate website of SAP AG at:
http://www.sap.com/corporate-en/investors/Ariba/acquisition.epx .
25.05.2012 DGAP's Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de
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Language: English
Company: SAP AG
Dietmar-Hopp-Allee 16
69190 Walldorf
Germany
Internet: www.sap.com
End of Announcement 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