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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
May 11, 2000
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
On May 5, 2000, 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 announcing the
results of its annual general meeting held on May 5, 2000 (the "Press Release").
The Press Release is attached as Exhibit 99.1 hereto and 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," "anticipate" 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 1999 filed with the SEC on April 7, 2000. Readers
are cautioned not to place undue reliance on these forward-looking statements,
which speak only as of their dates.
3
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EXHIBITS
<TABLE>
<CAPTION>
Exhibit No. Exhibit
- ----------- -------
<S> <C>
99.1 Press Release, dated May 5, 2000.
</TABLE>
4
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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/ Henning Kagermann
----------------------------------
Name: Prof. Dr. Henning Kagermann
Title: CEO and Co-Chairman
By: /s/ Dieter Matheis
----------------------------------
Name: Dieter Matheis
Title: CFO
Date: May 11, 2000
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit No. Exhibit
- ----------- -------
<S> <C>
99.1 Press Release, dated May 5, 2000.
</TABLE>
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SAP AG
Neurottstrasse 16
D-69190 Walldorf
Germany
Corporate Communications
Phone +49 (06227) 7-46311
Fax +49 (06227) 7-46331
www.sap.com
PRESS INFORMATION E-Mail: [email protected] [SAP LOGO]
FOR IMMEDIATE RELEASE
Contact: Stefan Gruber
SAP AG
+49-6227-7-61135
-or-
David Lowy
Taylor Rafferty Associates
+1-212-889-4350
SAP ANNUAL GENERAL MEETING APPROVES STOCK SPLIT
WALLDORF/MANNHEIM, GERMANY -- MAY 5, 2000 -- SAP AG (NYSE: SAP), the leading
provider of inter-enterprise solutions, today held its annual general meeting in
Mannheim, Germany. At the meeting, all of the items proposed by the Supervisory
Board and the Executive Board, including a 3-for-1 stock split, were approved by
more than 94% of the represented voting capital. In addition to the stock split,
shareholders approved the following proposals:
- - Authorization for an increase of subscribed capital not to exceed Euro 25
million;
- - Payment of dividends in the amount of Euro 1.57 per ordinary share and Euro
1.60 per preference share.
Henning Kagermann, Co-Chairman and CEO of SAP AG commented, "We are happy that
the stock split was approved and that it will make SAP shares more affordable to
a wider audience in the capital markets, especially to retail investors."
The authorization for a capital increase 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
related to the Company's vision and long-term growth strategy.
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- 2 -
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 1999 filed with the SEC on April 7, 2000. 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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