0001181431-12-011177.txt : 20120223 0001181431-12-011177.hdr.sgml : 20120223 20120223160225 ACCESSION NUMBER: 0001181431-12-011177 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120221 FILED AS OF DATE: 20120223 DATE AS OF CHANGE: 20120223 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SuccessFactors, Inc. CENTRAL INDEX KEY: 0001402305 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 943398453 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1500 FASHION ISLAND BLVD., SUITE 300 CITY: SAN MATEO STATE: CA ZIP: 94404 BUSINESS PHONE: (650) 645-2000 MAIL ADDRESS: STREET 1: 1500 FASHION ISLAND BLVD., SUITE 300 CITY: SAN MATEO STATE: CA ZIP: 94404 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SAP AG CENTRAL INDEX KEY: 0001000184 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] STATE OF INCORPORATION: 2M FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33755 FILM NUMBER: 12633866 BUSINESS ADDRESS: STREET 1: DIETMAR-HOPP-ALLEE 16 CITY: WALLDORF STATE: 2M ZIP: 69190 BUSINESS PHONE: 0114962277 MAIL ADDRESS: STREET 1: DIETMAR-HOPP-ALLEE 16 CITY: WALLDORF STATE: 2M ZIP: 69190 FORMER NAME: FORMER CONFORMED NAME: SAP AKTIENGESELLSCHAFT SYSTEMS APPLICATIONS PRODUCTS IN DATA DATE OF NAME CHANGE: 19960807 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SAP America, Inc. CENTRAL INDEX KEY: 0001319085 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33755 FILM NUMBER: 12633867 BUSINESS ADDRESS: STREET 1: 3999 WEST CHESTER PIKE CITY: NEWTOWN SQUARE STATE: PA ZIP: 19073 BUSINESS PHONE: 610-661-1000 MAIL ADDRESS: STREET 1: 3999 WEST CHESTER PIKE CITY: NEWTOWN SQUARE STATE: PA ZIP: 19073 4 1 rrd335389.xml FORM 4 X0304 4 2012-02-21 0 0001402305 SuccessFactors, Inc. NYSE: SFSF 0001000184 SAP AG DIETMAR-HOPP-ALLEE 16 WALLDORF 2M 69190 GERMANY 0 0 1 0 0001319085 SAP America, Inc. 3999 WEST CHESTER PIKE NEWTOWN SQUARE PA 19073 0 0 1 0 Common Stock 2012-02-21 4 P 0 965074 40 A 77227139 D Common Stock 2012-02-22 4 P 0 3796704 40 A 81023843 D Common Stock 2012-02-22 4 J 0 4519348 40 A 1000 D This form is a joint filing by SAP AG and SAP America, Inc., a wholly-owned subsidiary of SAP AG ("SAP America"). This Form 4 relates to shares of common stock of SuccessFactors, Inc. ("SuccessFactors"), par value $0.001 per share (the "Shares"). Through a wholly-owned subsidiary, Saturn Expansion Corporation (the "Purchaser"), SAP AG and SAP America commenced a tender offer for all of the issued and outstanding Shares (the "Offer") pursuant to the Tender Offer Statement on Schedule TO, as amended or supplemented, initially filed with the U.S. Securities and Exchange Commission on December 16, 2011 by SAP AG, SAP America and the Purchaser (the "Schedule TO"). Reflects Shares tendered pursuant to notices of guaranteed delivery for which payment was settled on February 21, 2012. Reflects the sum of (a) tendered Shares that were accepted for payment following the expiration of the Offer (excluding shares subject to guaranteed delivery procedures), and (b) the Shares referenced in (3) above. Reflects Shares tendered pursuant to notices of guaranteed delivery for which payment was settled on February 22, 2012. Reflects the sum of the Shares referenced in (4) and (5) above. Reflects all of the outstanding Shares not tendered in the Offer, which may be deemed to have been acquired by SAP AG and SAP America pursuant to the consummation of a "short-form merger" under Delaware law as described in the Schedule TO (the "Merger"). At the effective time of the Merger, these Shares were cancelled and ceased to exist. Prior to the Merger, SAP America held 1000 shares of the common stock, par value $0.01 per share, of the Purchaser (the "Purchaser Shares"), which represented all of the issued and outstanding capital stock of the Purchaser. At the effective time of, and as a result of, the Merger, SAP America became the owner of 100% of the equity interest in SuccessFactors. /s/ Michael Ploetner, Authorized Signatory of SAP AG 2012-02-23 /s/ Wendy Boufford, Authorized Signatory of SAP AG 2012-02-23 /s/ Wendy Boufford, Authorized Signatory of SAP America, Inc. 2012-02-23