Software / webMethods

Software, the listed German software company, and webMethods announced that they have entered into a definitive agreement for Software AG to acquire webMethods in a cash tender offer for USD 9.15 per share or approximately USD 546m.

webMethods is a leading business integration and optimization software company. It reported revenue of USD 208m in fiscal 2006. Software AG would add this to its fast growing business line Crossvision (fiscal 2006 revenue EUR 108m/ USD 134m) which offers a comprehensive SOA suite with SOA Governance and Legacy Modernization capabilities. The combination is expected to enhance Software AG’s competitive position with a leading product portfolio in the SOA market and to improve its position in the US market.

Software AG expects this transaction to be strongly accretive to Software AG’s operating earnings from 2008 onwards.

The transaction has been approved by the Supervisory Board of Software AG. webMethods’s Board of Directors also approved the transaction and will recommend that its shareholders accept the offer. The transaction is subject to regulatory approvals and other customary closing conditions, and is expected to close by the end of the first half of 2007. Software AG expects to fund the USD 546m acquisition through its existing cash resources as well as debt financing. Given the complementary nature of Software AG’s and webMethods’ businesses, Software AG expects to recognize synergies through both revenue enhancement and cost savings.

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