-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, S+091Qjt0d2l3zK7fN8rBzSoQ5mNL9XK6tp7dElUC7C+g4Q7ag0MwtCa0g2584Bv VDWBqLREUoiWkg2TyKAeMg== 0000950123-01-501923.txt : 20010509 0000950123-01-501923.hdr.sgml : 20010509 ACCESSION NUMBER: 0000950123-01-501923 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010507 FILED AS OF DATE: 20010507 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SAP AKTIENGESELLSCHAFT SYSTEMS APPLICATIONS PRODUCTS IN DATA CENTRAL INDEX KEY: 0001000184 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: I8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: SEC FILE NUMBER: 001-14251 FILM NUMBER: 1623969 BUSINESS ADDRESS: STREET 1: NEUROTTSTRABE 16 STREET 2: WALLDORF, FEDERAL REPUBLIC OF GERMAN CITY: NEW YORK STATE: NY ZIP: 69190 BUSINESS PHONE: 0114962277 MAIL ADDRESS: STREET 1: NEUROTTSTRASSE 16 CITY: WALLDORF D 69190 STATE: I8 6-K 1 y99538e6-k.txt FORM 6-K 1 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 7, 2001 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-_______. 2 SAP AKTIENGESELLSCHAFT SYSTEME, ANWENDUNGEN, PRODUKTE IN DER DATENVERARBEITUNG FORM 6-K On May 3, 2001 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 that the SAP Annual General Meeting approved the conversion of its Preference Shares to Ordinary Shares (the "Press Release"). 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 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 2000 filed with the SEC on March 28, 2001. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of their dates. 2 3 EXHIBITS
Exhibit No. Exhibit - ----------- ------- 99.1 Press Release dated May 3, 2001.
3 4 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/ Werner Brandt ---------------------------------- Name: Dr. Werner Brandt Title: CFO Date: May 7, 2001 4 5 EXHIBIT INDEX
Exhibit No. Exhibit - ----------- ------- 99.1 Press Release dated May 3, 2001
5 EX-99.1 2 y99538ex99-1.txt PRESS RELEASE 1 PRESS INFORMATION EXHIBIT 99.1 SAP AG Neurottstrasse 16 D-69190 Walldorf Germany Corporate Communications Phone +49 (06227) 7-46311 Fax +49 (06227) 7-46331 www.sap.com E-Mail: press@sap.com FOR IMMEDIATE RELEASE Contact: Gundolf Moritz SAP AG +49-6227-7-44872 -or- Stefan Gruber SAP AG +1-212-404-1323 -or- David Lowy Taylor Rafferty Associates +1-212-889-4350 SAP ANNUAL GENERAL MEETING APPROVES SHARE MERGER WALLDORF/MANNHEIM, GERMANY - MAY 3, 2001 - SAP AG (NYSE: SAP), the leading provider of e-business software 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 the share merger of preference shares into common shares, were approved by more than 99% of the represented voting capital. In particular, more than 99% of the common shareholders and more than 99% of the preference shareholders voted for the merger into a single class of shares. In addition to the share merger, shareholders approved the following proposal: o Payment of dividends in the amount of euro 0.57 per ordinary share and euro 0.58 per preference share. Henning Kagermann, Co-Chairman and CEO of SAP AG commented, "We are happy that the share merger was approved. SAP's capital structure will be more transparent and the company will have greater flexibility. In addition, the move to a one-share, one-vote standard puts SAP more closely in line with international corporate governance practice and capital market expectations." The respective resolutions must also be entered into the commercial register. SAP expects the conversion to become effective during the course of June 2001. 6 2 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-fourth 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 # # # 7 -----END PRIVACY-ENHANCED MESSAGE-----