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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 10, 1999
SAP AKTIENGESELLSCHAFT
SYSTEME, ANWENDUNGEN, PRODUKTE IN DER DATENVERARBEITUNG
(Exact name of registrant as specified in its charter)
SAP CORPORATION
SYSTEMS, APPLICATIONS AND PRODUCTS IN DATA PROCESSING
(Translation of registrant's name into English)
Neurottstrasse 16
69190 Walldorf
Federal Republic of Germany
(Address of principal executive office)
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 [X] 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 [X]
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 AKTIENGESELLSCHAFT
SYSTEME, ANWENDUNGEN, PRODUKTE IN DER DATENVERARBEITUNG
FORM 6-K
SAP Aktiengesellschaft Systeme, Anwendungen, Produkte in der Datenverarbeitung,
a stock corporation organized under the laws of the Federal Republic of Germany
(the "Company"), issued a press release, dated March 10, 2000 (the "Press
Release"), announcing proposals for the Company's annual shareholder meeting to
be held on May 5, 2000. The Press Release is attached as Exhibit 99.1 hereto and
is incorporated by reference herein.
Any statements contained in the Press Release 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 "believe," "estimate," "intend," "may,"
"will," "expect," and "project" and similar expressions as they relate to the
Company are intended to identify such forward-looking statements. The Company
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 the Company's future financial
results are discussed more fully in the Company's filings with the U.S.
Securities and Exchange Commission (the "SEC"), including the Company's Annual
Report on Form 20-F for 1998 filed with the SEC on May 18, 1999 and the
Company's Annual Report on Form 20-F for 1999 to be filed with the SEC prior to
June 30, 2000. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of their dates.
1
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EXHIBITS
<TABLE>
<CAPTION>
Exhibit No. Exhibit
- ----------- -------
<C> <C>
99.1 Press Release, dated March 10, 2000
</TABLE>
2
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SIGNATURES
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 AKTIENGESELLSCHAFT SYSTEME,
ANWENDUNGEN, PRODUKTE IN DER
DATENVERARBEITUNG
(Registrant)
By: /s/ Gerhard Oswald
------------------------------
Name: Gerhard Oswald
Title: Member of the
Executive Board
By: /s/ Dieter Matheis
------------------------------
Name: Dieter Matheis
Title: Chief Financial Officer
Date: March 15, 2000
3
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit No. Exhibit
- ----------- -------
<S> <C>
99.1 Press Release, dated
March 10, 2000
</TABLE>
4
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FOR IMMEDIATE RELEASE
Contact: Gundolf Moritz
SAP AG
011-49-6227-7-44872
-or-
James P. Prout
Taylor Rafferty Associates
212-889-4350
SAP BOARD ANNOUNCES PROPOSALS FOR ANNUAL SHAREHOLDERS MEETING
BOARD PROPOSES STOCK SPLIT, DIVIDEND; DISCUSSES STAR PROGRAM
WALLDORF, GERMANY -- MARCH 10, 2000 -- SAP AG (NYSE: SAP), the leading provider
of inter-enterprise solutions, today announced that it is planning a 3-for-1
stock split. In addition to the stock split, the SAP Executive and Supervisory
Boards will request approval at the May 5, 2000 Annual Shareholders Meeting in
Mannheim for:
o Authorization for an increase of subscribed capital not to exceed
EURO 25 million;
o Payment of dividends in the amount of EURO 1.57 per ordinary share
and EURO 1.60 per preference share.
The proposed 3-for-1 stock split will require a transfer on the balance sheet of
roughly EURO 46.46 million to the Company's subscribed capital figure from the
revenue reserves figure. The split is aimed to make SAP shares more affordable
to a wider audience in the capital markets.
The Boards' request for authorization to increase SAP's subscribed capital comes
in the face of rapidly accelerating developments in the business of
internet-based solutions in the `Business-to-Business' area. Such authorization
allows SAP to raise additional subscribed capital in an amount up to EURO 25
million until May 1, 2005 by issuing additional preference shares in return for
contributions in cash or in kind. Contributions in kind allow for the
acquisition of businesses or equity participations in return for shares. The
proposed authorization should provide flexibility to the SAP Board to react
quickly to proposed strategic options that are viewed as necessary for the
realization of the Company's vision and long-term growth strategy.
In its dividend proposal, SAP is continuing its dividend policy of enabling its
shareholders to participate in the success of the Company. As in previous years,
the proposed payout will equal approximately 30% of the 1999 annual net income.
In another development, the Executive Board has discussed with the Supervisory
Board the expected impact of the 1999 STAR Plan, one of SAP's employee incentive
plans. SAP expects the total costs for STAR 1999 (before income tax) to be
approximately EURO 670 to EURO 720 million. Of
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this total, roughly EURO 156 million has already been taken into consideration
in the 1999 financial statements. The remaining costs will be recorded over the
course of the 2000 and 2001 financial years. The exact costs will depend upon
the number of STAR 1999 participants who remain employed up until July 2001, the
final payment date. Between EURO 237 and EURO 267 million in costs for STAR 1999
will be recorded in the first quarter of 2000. The SAP Board maintains its
expectation that a positive financial result in the current financial year will
offset the effects of a significant portion of the STAR 1999 costs. Further
information regarding SAP's employee incentive plans STAR 1999 and STAR 2000,
plus SAP AG's "Long Term Incentive Plan 2000" is available on the SAP website,
at www.sap.com/investor (www.sap.de/investor - German version). In addition, the
"Review of Operations 1999" (extract of the 1999 Annual Report of SAP AG) is
available (German only) on the Internet at www.sap.de/investor.
Any statements contained in this documents 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 "believe," "estimate," "intend," "may,"
"will," "expect," and "project" and similar expressions as they relate to the
Company are intended to identify such forward-looking statements. The Company
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 the Company's future financial
results are discussed more fully in the Company's filings with the U.S
Securities and Exchange Commission (the "SEC"), including the Company's Annual
Report on Form 20-F for 1998 filed with the SEC on May 18, 1999. Readers are
cautioned not to place undue reliance on these forward-looking statements, which
speak only as of their dates.
SAP AG preference and common shares are listed on the Frankfurt Stock Exchange
as well as a number of other exchanges. In the US, SAP's American Depositary
Receipts (ADRs), each worth one-twelfth of a preference share, trade on the New
York Stock Exchange under the symbol `SAP'. SAP is a component of the DAX, the
index of 30 German blue chip companies.
Information on the SAP AG preference shares is available on Bloomberg under the
symbol SAP3 GR, on Reuters under SAPG_p.F or DE and on Quotron under SAGVD.EU.
Information on the SAP common shares is available on Bloomberg under the symbol
SAP GR, on Reuters under SAPG.F and on Quotron under SAGR.EU. Additional
information is available on SAP AG's home page: http://www.sap.com.
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