Investor Relations
SAP Acquires Business Objects in Friendly Takeover
SAP AG and Business Objects S.A. announced on October 7, 2007, that the companies reached an agreement that has brought together two of the information technology industry leaders. On this page we offer additional information regarding the friendly takeover.
The tender offers issued by SAP France S.A. commenced on December 4, 2007, and ended on January 29, 2008. As of February 8, 2008, SAP held 95.49% of the outstanding Business Objects share capital. Consequently, SAP France S.A. asked the French Autorité des marchés financiers ("AMF"), on February 8, 2008, to implement a squeeze-out of the remaining shares and ORNANEs held by minority shareholders (e.g., as of February 8, 2008, 2,861,724 shares representing 2.77% of the share capital and voting rights of Business Objects, and 25,000 ORNANEs, representing 0.23% of the existing ORNANEs). The squeeze-out was implemented on February 18, 2008 and SAP now owns directly or indirectly close to 100% of Business Objects shares. In conjunction with the squeeze-out, Business Objects ordinary shares were delisted from Euronext and Business Objects American Depositary Shares ("ADSs") were delisted from NASDAQ.
With the exception of 23,849 Business Objects ordinary shares subscribed through the Business Objects plan d’epargne enterprise and the ordinary shares held by certain Business Objects entities for the purpose of its equity programs, all holders of Business Objects ordinary shares, ADSs and convertible bonds (ORNANES) received cash in exchange for their securities either during the tender offers or the squeeze out. These cash payouts represented €42 per ordinary share, the U.S. dollar equivalent of €42 per ADS (less an ADS cancellation fee of U.S. $0.05 per ADS) and €50.65 per ORNANES.
Please refer to the press release of February 11, 2008, regarding the squeeze-out, and to The Bank of New York's announcement regarding the US$ equivalent of the tender offer price of €42 dated February 27, 2008.
Questions and requests for assistance for the remaining Business Objects shareholders may be directed via e-mail to investor@sap.com.
View the quarterly and annual reports of Business Objects.
SAP Press Releases
- "SAP France To Implement Squeeze-Out of Business Objects Securities" of February 11, 2008
- "Communiqué relatif à la mise en oeuvre du retrait obligatoire
(French press release relating to the implementation of the squeeze out)" of February 11, 2008
- "Final Results of SAP France's Offer for Business Objects Securities" of February 5, 2008
- "SAP France's Cash Offers for Business Objects Securities Expire" of January 30, 2008
- "SAP and Business Objects Unite to Lead Emerging Market for Business Performance Optimization" of January 16, 2008
- "SAP and Business Objects Unveil First Joint Offerings" of January 16, 2008
- "Global Ecosystem Embraces SAP Acquisition of Business Objects" of January 16, 2008
- "SAP France's Cash Offers for Business Objects Securities Are Successful" of January 15, 2008
- "SAP AG Announces Commencement of SAP France's Business Objects Tender Offers in the U.S. and France" of December 4, 2007
- "SAP France Obtains All Regulatory Approvals in Connection With the Business Objects Tender Offer" of November 28, 2007
- "SAP to Acquire Business Objects in Friendly Takeover; Combined Companies to Accelerate Leadership for Business User Applications" of October 7, 2007
Documents Filed With The French Stock Market Authorities (AMF)
- French information document on SAP France SA (Informations relatives aux characteristiques notamment jurisdiques, financières et comptables de SAP France SA) of December 3, 2007 (PDF, 157 KB).
- English translation of the French information document on SAP France SA (Information relating to the legal, financial, accounting and other characteristics of SAP France SA) of December 3, 2007 (PDF, 93 KB).
- French press release (Communiqué de presse aux characteristiques notamment jurisdiques, financières et comptables de SAP France SA) of December 3, 2007 (PDF, 23 KB).
- English translation of the French press release (Information relating to the legal, financial, accounting and other characteristics of SAP France SA) of December 3, 2007 (PDF, 22 KB).
- French tender offer document (Note d'information relative a l'offre publique d'achat visant les actions, ORNANE et BSA de Business Objects) of November 28, 2007 (PDF, 416 KB).
- English translation of the French tender offer document (Tender offer for the shares, convertible bonds (ORNANE) and warrants issued by Business Objects) of November 28, 2007 (PDF, 281 KB).
- French press release (Communiqué de presse relatif à l'offre publique d'achat visant les actions, ORNANE et BSA de Business Objects) of November 28, 2007 (PDF, 54 KB).
- English translation of the French press release (Clearance of the tender offer for the shares, ORNANE and warrants issued by Business Objects) of November 28, 2007 (PDF, 24 KB).
- French press release (Depot d'un projet d'offre publique d'achat visant les actions, ORNANE et BSA de Business Objects) of October 22, 2007 (PDF, 206 KB).
- English press release (Filing of a tender offer for the shares, ORNANE and warrants issued by Business Objects) of October 22, 2007 (PDF, 202 KB).
- Draft French tender offer document (Projet de note d´information relative à l´offre publique d´achat visant les actions, ORNANE et BSA de Business Objects) of October 22, 2007 (PDF, 361 KB).
- English translation of the draft French tender offer document (Draft document in relation to the tender offer for the shares, convertible bonds (ORNANE) and warrants issued by Business Objects) of October 22, 2007 (PDF, 359 KB).
Schedule TO Documents Filed with the U.S. Securities and Exchange Commission:
Amendment No. 7 to Schedule TO-T (Tender Offer Statement) (as amended), initially filed by SAP France S.A. on December 4, 2007 - filed by SAP France S.A. and SAP AG on January 30, 2008:
Amendment No. 6 to Schedule TO-T (Tender Offer Statement) (as amended), initially filed by SAP France S.A. on December 4, 2007 - filed by SAP France S.A. and SAP AG on January 28, 2008:
Amendment No. 5 to Schedule TO-T (Tender Offer Statement) (as amended), initially filed by SAP France S.A. on December 4, 2007 - filed by SAP France S.A. and SAP AG on January 22, 2008:
Amendment No. 4 to Schedule TO-T (Tender Offer Statement) (as amended), initially filed by SAP France S.A. on December 4, 2007 - filed by SAP France S.A. and SAP AG on 18 January 2008.
Amendment No. 3 to Schedule TO-T (Tender Offer Statement) (as amended), initially filed by SAP France S.A. on December 4, 2007 - filed by SAP France S.A. and SAP AG on January 16, 2008:
Amendment No. 2 to Schedule TO-T (Tender Offer Statement) (as amended), initially filed by SAP France S.A. on December 4, 2007 – filed by SAP France S.A. and SAP AG on January 15, 2008:
Amendment No. 1 to Schedule TO-T (Tender Offer Statement) filed by SAP France S.A. on December 4, 2007 – filed by SAP France S.A. and SAP AG on January 3, 2008:
Schedule TO-T filed by SAP France S.A. on December 4, 2007 – Tender Offer Statement:
- Complete filing (PDF, 1.56 MB).
- Exhibit (a)(1)(i) – U.S. Offer to Purchase (PDF, 403 KB).
- Exhibit (a)(1)(ii) – ADS Letter of Transmittal (PDF, 133 KB).
- Exhibit (a)(1)(iii) – Letter to Brokers, Dealers, Commercial Banks, Trust Companies and other Nominees (PDF, 58 KB).
- Exhibit (a)(1)(iv) – Letter to Clients from Brokers, Dealers, Commercial Banks, Trust Companies and other Nominees (ADSs) (PDF, 60 KB).
- Exhibit (a)(1)(v) – Guidelines for Certification of Taxpayer Identification Number on Substitute Form W-9 (PDF, 40 KB).
- Exhibit (a)(1)(vi) – Form of Acceptance for Shares (PDF, 112 KB).
- Exhibit (a)(1)(vii) – Form of Acceptance for ORNANEs (PDF, 108 KB).
- Exhibit (a)(1)(viii) – Form of Acceptance for Warrants (PDF, 108 KB).
- Exhibit (a)(1)(ix) – Letter to Clients from Brokers, Dealers, Commercial Banks, Trust Companies and other Nominees (Shares and ORNANEs) (PDF, 60 KB).
- Exhibit (a)(5)(i) – Summary advertisement published December 4, 2007 (PDF, 76 KB).
- Exhibit (a)(5)(ii) – Press release issued by SAP AG on December 4, 2007 (PDF, 60 KB).
- Exhibit (b) – Accession and Restatement Agreement dated as of November 30, 2007 (PDF, 591 KB).
- Exhibit (d)(1) – Tender Offer Agreement dated as of October 7, 2007 (PDF, 152 KB).
- Exhibit (d)(2) – Assignment and Assumption Agreement dated as of October 22, 2007 (PDF, 44 KB).
- Exhibit (d)(3) – Amendment No. 1 to Tender Offer Agreement dated as of December 3, 2007 (PDF, 48 KB).
- Exhibit (d)(4) – Confidentiality Agreement entered into on September 8, 2007 (PDF, 60 KB).
Schedule TO-C and Exhibit (a)(5)(I) filed by SAP France S.A. on December 3, 2007:
Schedule TO-C and Exhibit (a)(5)(H) filed by SAP France S.A. on November 29, 2007:
Schedule TO-C and Exhibit (a)(5)(G) filed by SAP AG on October 25, 2007:
Schedule TO-C and Exhibit (a)(5)(F) filed by SAP AG on October 22, 2007:
Schedule TO-C and Exhibit (a)(5)(C) / (D) / (E) filed by SAP AG on October 10, 2007:
Schedule TO-C and Exhibit (a)(5)(A) / (B) filed by SAP AG on October 9, 2007:
Form 6-K Documents Filed with the U.S. Securities and Exchange Commission:
Form 6-K and Exhibit 99.1 filed by SAP AG on February 12, 2008:
Form 6-K and Exhibit 99.1 filed by SAP AG on February 5, 2008:
Form 6-K and Exhibit 24 and 99.1 to 99.2 filed by SAP AG on January 22, 2008:
Form 6-K and Exhibit 99.1 to 99.2 filed by SAP AG on January 18, 2008:
Form 6-K and Exhibit 99.1 to 99.3 filed by SAP AG on January 16, 2008:
Form 6-K and Exhibit 99.1 filed by SAP AG on January 15, 2008:
Form 6-K and Exhibit 99.1 filed by SAP AG on December 4, 2007:
Form 6-K and Exhibit 99.1 filed by SAP AG on November 29, 2007:
Form 6-K and Exhibit 99.1 filed by SAP AG on October 22, 2007:
Form 6-K and Exhibit 99.1, 99.2 and 99.3 filed by SAP AG on October 10, 2007:
Form 6-K and Exhibit 99.1 filed by SAP AG on October 9, 2007:
Form 3 and Form 4 Documents Filed with the U.S. Securities and Exchange Commission:
Form 4 filed by SAP AG and SAP France on January 23, 2008:
Form 3 filed by SAP AG and SAP France on January 18, 2008:
Form 4 filed by SAP AG and SAP France on January 18, 2008:
Schedule 13D Documents Filed with the U.S. Securities and Exchange Commission:
Amendment No. 1 to Schedule 13D filed by SAP AG and SAP France on February 5, 2008:
|
 |
|