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EU approves SAP's acquisition of Sybase |
SAP AG has said that it has obtained the requisite approval from the European Commission for the acquisition of Sybase, Inc.
 Back in May, SAP and Sybase had agreed to merger, with SAP America making an all cash tender offer for all of the outstanding shares of Sybase common stock at $65.00 per share, representing an enterprise value of approximately $5.8 billion, and a 44 percent premium over the three-month average stock price of Sybase. The transaction is to be funded from SAP’s cash on hand and a €2.75 billion loan facility arranged and underwritten by Barclays Capital and Deutsche Bank.
Approval of the acquisition from the European Commission, SAP said, satisfied the final regulatory condition to the cash tender offer for all outstanding shares of common stock of Sybase by Sheffield Acquisition Corp., which is scheduled to expire at 9:00 p.m., New York City time, on Monday, July 26, 2010.
In its statement, the Commission said that the two, Sybase and SAP, have their activities overlapping to a minor extent in the fields of (a) databases, where SAP sells its solution as part of a suite only and not on an independent basis; (b) data warehousing tools and (c) mobile middleware, that is infrastructure software used to enable the mobile use of enterprises application software with a variety of mobile devices, where SAP has however a limited presence.
The Commission said its investigation confirmed that horizontal anti-competitive effects are unlikely to occur in any of the relevant markets, notably in the absence of significant overlaps. Additionally, the Commission said that the merged entity would continue to face strong competition from numerous players in all relevant markets. The commission also examined whether the merged entity would have the ability and incentive to restrict customers' ability to use other vendors' database or mobile middleware products. “The investigation did not reveal any concerns, in particular because the merged entity will not control a "must have" product for which there would be no alternative and because of the strong competitive constraints exercised by other EAS vendors,” the statement read.
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