The offers will remain subject to the condition that the Business Objects securities tendered in the offer represent at least 50.01 percent of Business Objects voting rights, on a fully diluted basis, as described in the offer documents.
Prior to the opening of the offers, the French stock exchange authority (Autorite des marches financier, AMF) and Euronext Paris will respectively publish a notice announcing the opening date and a notice announcing the timetable for the French offer. An indicative timetable for the offers is given below:
- December 4, 2007: Commencement of the French and U.S. offers
- January 10, 2007: Closing of the French offer
- January 15, 2008: Closing of the U.S. offer and publication of the final results of the French and U.S. offers
- January 18, 2008: Settlement and delivery of the U.S. offer
- January 23, 2008: Settlement and delivery of the French offer
On November 6, 2007, the Company obtained the relevant approvals by the U.S. antitrust authorities and on November 27, 2007, by the European antitrust authorities respectively. On November 22, 2007, the Company obtained the authorization of the French Ministry of Finance in relation to foreign investments, and on November 27, 2007, the clearance of the French stock exchange authority AMF.
Pursuant to the provisions of 232-4 of the General Regulations of the AMF and Rule 14d-11 under the Securities Exchange Act of 1934, the French and U.S. offers will be automatically reopened on the trading day following publication of the final results if there is a positive outcome. If the offers are reopened, the terms of the reopened offers will be identical to the terms of the offers. In such case, the AMF will publish the timetable for the reopening of the French offer, which will last in principle at least ten trading days.
The tender offer prospectus (note d’information) cleared by the AMF is available for consultation on the website of the AMF and on SAP’s website, and may be obtained free of charge from:
La Defense Plaza
23-25 rue Delariviere Lefoullon
La Defense 9
92064 Paris La Defense Cedex
Deutsche Bank AG
Succursale de Paris
3, av. de Friedland
The tender offer for the outstanding ordinary shares, the Convertible Bonds and the warrants of Business Objects has not yet commenced. This press release is for informational purposes only and is not an offer to buy or the solicitation of an offer to sell any Business Objects securities. The solicitation and the offer to buy ordinary shares of Business Objects, the Convertible Bonds and the warrants will be made only pursuant to an offer to purchase and related materials that SAP France SA has filed with the AMF on the note d’information and intends to file with the SEC on Schedule TO. Business Objects also filed a note d’information en reponse and intends to file a solicitation/recommendation statement on Schedule 14D-9 with respect to the tender offer.
Business Objects stockholders and other investors should read the Tender Offer Statement on Schedule TO, the Schedule 14D-9 as well as the Note d’Information and the Note en Reponse carefully because these documents contain important information, including the terms and conditions of the tender offer.
Stockholders and other investors are urged to read carefully all tender offer materials prior to making any decisions with respect to the tender offer.