SAP and Sybase today announced that SAP's subsidiary, SAP America, has signed a definitive merger agreement to acquire messaging specialist, Sybase.
Both SAP and Sybase are said to be set to benefit from synergies across product lines and markets. SAP will accelerate the reach of its solutions across mobile platforms and drive forward the realization of its in-memory computing vision. SAP says this will drive higher user adoption of its software and unlock significant business value out of existing customer investments. In addition, Sybase's mobile platform can connect all applications and data (SAP and non-SAP) and enable them on mobile devices. SAP, Sybase and their customers will be able to tap into Sybase's messaging network to reach 4 billion mobile subscribers through 850+ operator relationships worldwide and engage consumers via alerts, transactions and promotions on their mobile devices.
For Sybase, SAP in-memory technology will provide the opportunity for performance improvements to its analytic processing capabilities. Sybase will also be able to bring its event processing and analytics expertise, which was built in the financial sector, to customers in other industries, markets and product areas in which SAP has a complementary, strong presence. It's also claimed that Sybase's core database business will be enhanced by SAP in-memory technology to deliver integrated transactional and analytical capabilities.
"With this transaction, SAP will dramatically expand its addressable market by making available its market-leading solutions to hundreds of millions of mobile users, combining the world's best business software with the world's most powerful mobile infrastructure platform," said Bill McDermott, co-CEO of SAP and member of the SAP Executive Board. "This is a game-changing transaction for SAP and Sybase customers, who will be better able to connect their employees with key functionality and information from anywhere and make it easier for companies to make faster, more informed business decisions in real time. With SAP's customer-centric approach, we are resolute in our commitment to support Sybase customers to be best-run businesses."
SAP said it will continue to support each organization's product road map while enhancing products to help customers derive additional value from existing investments. It also stated that both companies' development organizations would remain intact, with the opportunity to cross-collaborate to increase innovation for customers.
Headquartered in Dublin, California, Sybase delivers a range of solutions to ensure that customer information is securely managed and mobilized to the point of action, including enterprise and mobile databases, middleware, synchronization, encryption and device management software, and mobile messaging services.
"Mobile devices are becoming the preferred interaction point with business applications, whether the user is a factory supervisor, a retail manager or an entrepreneur in a developing nation," said Jim Hagemann Snabe, co-CEO of SAP and member of the SAP Executive Board. "The combination of SAP and Sybase will give users the option of running their operations from leading mobile devices and will unleash the full power of mobility, including messaging interoperability, content delivery and mobile commerce services, across all companies and roles and in any location. In addition, innovation around Sybase's established database business will pave the way for ‘real' real-time analytics and finally remove the decade-old barrier between business applications and business intelligence."
The two companies announced that Sybase will operate as a standalone unit under the name "Sybase, an SAP Company." Sybase's management team will continue to run the business. The SAP Executive Board plans to propose to the Supervisory Board to appoint the Chairman and CEO of Sybase to SAP's Executive Board.
Under the terms and conditions of the merger agreement, SAP America will make 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.
The per share purchase price represents a 44% premium over the three-month average stock price of Sybase. The transaction will be funded from SAP's cash on hand and a €2.75 billion loan facility arranged and underwritten by Barclays Capital and Deutsche Bank.