WALTHAM (dpa-AFX) – The US financial investor Bain Capital is not giving up on Software AG (Software). Rocket Software, which is controlled by the Americans, announced on Tuesday evening that it was prepared to pay up to 36 euros per share under certain conditions. This includes the sale or other transfer of the securities currently held by technology investor Silver Lake and major shareholder Software-AG-Foundation to Rocket. A few days ago, Silver Lake raised its initial bid from 30 to 32 euros and enjoys the support of the board of directors, the supervisory board and the foundation.
Initially, they want to offer Software AG shareholders EUR 34 per share, Rocket said, confirming a few days old report by the Bloomberg news agency. In the event that Silver Lake and the Foundation support the proposed business combination at a value of €36 per share by selling or otherwise transferring their shares to Rocket Software, the offer price would be increased accordingly to €36 per share. In this case, the minimum acceptance threshold would be 62.5 percent of the total share capital of the company, which would allow Rocket to enter into a domination and profit and loss transfer agreement after the closing of the proposed transaction.
In the event that Silver Lake and the foundation did not support the business combination by selling or otherwise transferring their shares in Rocket, the offer price would remain at 34 euros, but the minimum acceptance threshold would automatically be reduced to 40 percent. Should Rocket come to the final decision before the formal announcement of a takeover bid that an acceptance threshold of around 62.5 percent cannot be reached, they are prepared to submit the takeover bid in a simplified form, i.e. with an offer price of EUR 34.00 per share and a fixed minimum acceptance threshold of 40 percent.
The Software AG share price on the Tradegate trading platform increased by 2.1 percent to the closing price in the main Xetra transaction to EUR 33.80./he/la
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