UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
March 22, 2013
Commission file number:
1-14251
SAP AG
(Exact name of registrant as specified in its charter)
SAP CORPORATION
(Translation of registrants name into English)
Dietmar-Hopp-Allee 16
69190 Walldorf
Federal Republic of Germany
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F þ Form 40-F ¨
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ¨ No þ
If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- .
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SAP AG
FORM 6-K
On March 21, 2013, SAP AG, a stock corporation organized under the laws of the Federal Republic of Germany (SAP), issued a press release (the Press Release) announcing that the Supervisory Board of SAP approved the proposal of the Executive Board to prepare the conversion of the legal form of the company into a European Company (Societas Europaea, SE). The Press Release is attached as Exhibit 99.1 hereto and incorporated by reference herein.
Any statements contained in this document that are not historical facts are forward-looking statements as defined in the U.S. Private Securities Litigation Reform Act of 1995. Words such as anticipate, believe, estimate, expect, forecast, intend, may, plan, project, predict, should and will and similar expressions as they relate to SAP are intended to identify such forward-looking statements. SAP undertakes no obligation to publicly update or revise any forward-looking statements. All forward-looking statements are subject to various risks and uncertainties that could cause actual results to differ materially from expectations. The factors that could affect SAPs future financial results are discussed more fully in SAPs filings with the U.S. Securities and Exchange Commission (the SEC), including SAPs most recent Annual Report on Form 20-F filed with the SEC. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of their dates.
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Exhibit No. |
Exhibit | |
99.1 | Press Release dated March 21, 2013 |
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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
SAP AG (Registrant) |
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By: | /s/ Christoph Huetten |
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Name: Dr. Christoph Huetten | ||||
Title: Chief Accounting Officer | ||||
By: | /s/ Sonja Simon |
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Name: Sonja Simon | ||||
Title: Head of Group Accounting and Reporting |
Date: March 22, 2013
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Exhibit No. |
Exhibit | |
99.1 | (i) Press Release dated March 21, 2013 |
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For immediate release
March 21, 2013
SAP AG Plans to Convert Legal Form to European Company
Walldorf, March 21, 2013. Today the Supervisory Board of SAP AG approved the proposal of the Executive Board to prepare the conversion of the legal form of the company into a European Company (Societas Europaea, SE).
The Executive Board and the Supervisory Board believe that the planned change of legal form reflects SAPs position as an internationally-oriented company with European roots. The legal form European Company takes into account SAPs European and international business activities. Furthermore, this legal form offers the possibility to optimize both the corporate governance structure and work of the corporate bodies of SAP AG. With the conversion into an SE, the shareholders of SAP AG automatically become shareholders of SAP SE. Shareholders rights remain unchanged.
The conversion of legal form requires the approval of the shareholders. This is planned to be secured at the Annual General Meeting of Shareholders in 2014. By that time, negotiations with the European employees regarding participation of employees in the SE, which are to be initiated by the Executive Board based on todays decision, should be completed.
About SAP
As market leader in enterprise application software, SAP (NYSE: SAP) helps companies of all sizes and industries run better. From back office to boardroom, warehouse to storefront, desktop to mobile device SAP empowers people and organizations to work together more efficiently and use business insight more effectively to stay ahead of the competition. SAP applications and services enable more than 232,000 customers to operate profitably, adapt continuously, and grow sustainably. For more information, visit www.sap.com.
Any statements contained in this document that are not historical facts are forward-looking statements as defined in the U.S. Private Securities Litigation Reform Act of 1995. Words such as anticipate, believe, estimate, expect, forecast, intend, may, plan, project, predict, should and will and similar expressions as they relate to SAP are intended to identify such forward-looking statements. SAP undertakes no obligation to publicly update or revise any forward-looking statements. All forward-looking statements are subject to various risks and uncertainties that could cause actual results to differ materially from expectations. The factors that could affect SAPs future financial results are discussed more fully in SAPs filings with the U.S. Securities and Exchange Commission (SEC), including SAPs most recent Annual Report on Form 20-F filed with the SEC. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of their dates.
© 2013 SAP AG. All rights reserved.
No part of this publication may be reproduced or transmitted in any form or for any purpose without the express permission of SAP AG. The information contained herein may be changed without prior notice.
Some software products marketed by SAP AG and its distributors contain proprietary software components of other software vendors. National product specifications may vary.
These materials are provided by SAP AG and its affiliated companies (SAP Group) for informational purposes only, without representation or warranty of any kind, and SAP Group shall not be liable for errors or omissions with respect to the materials. The only warranties for SAP Group products and services are those that are set forth in the express warranty statements accompanying such products and services, if any. Nothing herein should be construed as constituting an additional warranty.
SAP, R/3, ABAP, BAPI, SAP NetWeaver, Duet, PartnerEdge, ByDesign, SAP BusinessObjects Explorer, StreamWork, SAP HANA, the Business Objects logo, BusinessObjects, Crystal Reports, Crystal Decisions, Web Intelligence, Xcelsius, Sybase, Adaptive Server, Adaptive Server Enterprise, iAnywhere, Sybase 365, SQL Anywhere, Crossgate, B2B 360° and B2B 360° Services, m@gic EDDY, Ariba, the Ariba logo, Quadrem, b-process, Ariba Discovery, SuccessFactors, Execution is the Difference, BizX Mobile Touchbase, Its time to love work again, SuccessFactors Jam and BadAss SaaS, and other SAP products and services mentioned herein as well as their respective logos are trademarks or registered trademarks of SAP AG in Germany or an SAP affiliate company.
Please see http://www.sap.com/corporate-en/legal/copyright/index.epx#trademark for additional trademark information and notices.
For more information, press only: | ||||
Christoph Liedtke +49 (6227) 7-50383 christoph.liedtke@sap.com, CET | ||||
Daniel Reinhardt +49 (6227) 7-40201 daniel.reinhardt@sap.com, CET | ||||
Barbara Schaedler +49 (6227) 7-50575 barbara.schaedler@sap.com, CET | ||||
Jim Dever +1 (610) 661-2161 james.dever@sap.com, ET | ||||
For more information, financial community only: | ||||
Stefan Gruber +49 (6227) 7-44872 investor@sap.com, CET |
Follow SAP Investor Relations on Twitter at @sapinvestor.
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