Business Objects S.A. - Written communication relating to an issuer or third party (SC TO-C)
03 Dicembre 2007 - 10:22PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE TO
TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
Business Objects S.A.
(Name of Subject Company (Issuer))
SAP France S.A.
(Offeror)
(Names of Filing Persons (Identifying Status as Offeror, Issuer or Other Person))
Ordinary
shares,
0.10 nominal value per share
American depositary shares, each representing one ordinary share
(Title of Class of Securities)
F12338103
12328X107
(CUSIP Number of Class of Securities)
Michael Junge
General Counsel
SAP AG
Dietmar-Hopp-Allee 16
D-69190 Walldorf
Federal Republic of Germany
+49 6227 74 7474
(Name, Address, and Telephone Number of Person Authorized
to Receive Notices and Communications on Behalf of Filing Persons)
Copy to:
A. Peter Harwich
Eric S. Shube
Allen & Overy LLP
1221 Avenue of the Americas
New York, NY 10020
USA
+1 212 610 6300
CALCULATION OF FILING FEE:
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Transaction valuation
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Amount of filing fee
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Not Applicable*
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Not Applicable*
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*
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A filing fee is not required in connection with this filing as it relates solely to
preliminary communications made before the commencement of a tender offer.
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o
Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify
the filing with which the offsetting fee was previously paid. Identify the previous filing by
registration statement number, or the Form or Schedule and the date of its filing.
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Amount Previously Paid:
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Not applicable
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Form or Registration No.:
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Not applicable
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Filing Party:
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Not applicable
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Date Filed:
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Not applicable
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ý
Check the box if the filing relates solely to preliminary communications made before the
commencement of a tender offer.
Check the appropriate boxes below to designate any transactions to which the statement relates:
ý
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third-party tender offer subject to Rule 14d-1.
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o
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issuer tender offer subject to Rule 13e-4.
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o
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going-private transaction subject to Rule 13e-3.
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amendment to Schedule 13D under Rule 13d-2.
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Check the following box if the filing is a final amendment reporting the results of the tender
offer:
o
TABLE OF CONTENTS
SCHEDULE TO
This
Tender Offer Statement on Schedule TO is being filed by SAP
France S.A., a
société anonyme
organized under the laws of the Republic of France and a wholly owned
subsidiary of SAP AG, an
Aktiengesellschaft
(stock
corporation) organized under the laws of the Federal Republic of
Germany, pursuant to General Instruction D to Schedule TO.
ITEM 12. EXHIBITS
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(a)(5)(A)
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Press release issued by SAP AG and Business Objects S.A. dated October 7, 2007*
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(a)(5)(B)
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Ad hoc disclosure issued by SAP AG dated October 7, 2007*
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(a)(5)(C)
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Transcript of Joint Investor and Financial Analyst Conference by Senior Management
of SAP AG and Business Objects S.A. Held on October 8, 2007*
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(a)(5)(D)
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Transcript of Press Conference by Senior Management of SAP AG and Business Objects
S.A. Held on October 8, 2007*
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(a)(5)(E)
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Presentation Slides for October 8, 2007 Press Conference*
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(a)(5)(F)
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Press release issued by SAP AG dated October 22, 2007*
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(a)(5)(G)
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Letter to Customers issued by SAP France S.A. dated October 25, 2007*
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(a)(5)(H)
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Press release issued by SAP France S.A. dated November 29, 2007
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(a)(5)(I)
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English translation of form of French language letter and liquidity agreement term sheet jointly
issued to French or former French resident employees of Business Objects by SAP France S.A. and
Business Objects S.A. on December 3, 2007
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*
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Previously filed by SAP AG
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Previously filed by SAP France S.A.
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EXHIBIT INDEX
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EXHIBIT NO.
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DESCRIPTION
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(a)(5)(A)
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Press release issued by SAP AG and Business Objects S.A. dated October 7, 2007*
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(a)(5)(B)
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Ad hoc disclosure issued by SAP AG dated October 7, 2007*
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(a)(5)(C)
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Transcript of Joint Investor and Financial Analyst Conference by Senior
Management of SAP AG and Business Objects S.A. Held on October 8, 2007*
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(a)(5)(D)
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Transcript of Press Conference by Senior Management of SAP AG and Business
Objects S.A. Held on October 8, 2007*
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(a)(5)(E)
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Presentation Slides for October 8, 2007 Press Conference*
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(a)(5)(F)
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Press release issued by SAP AG dated October 22, 2007*
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(a)(5)(G)
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Letter to Customers issued by SAP France S.A. dated October 25, 2007*
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(a)(5)(H)
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Press release issued by SAP France S.A. dated November 29, 2007
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(a)(5)(I)
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English translation of form of French language letter and liquidity agreement term sheet jointly
issued to French or former French resident employees of Business Objects by SAP France S.A. and
Business Objects S.A. on December 3, 2007
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*
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Previously filed by SAP AG
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Previously filed by SAP France S.A.
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