Public disclosure of inside information according to article 17 MAR
Software AG: Software AG: Software AG agrees to acquire all shares in StreamSets, Inc.
Darmstadt (pta051/28.02.2022/22:03 UTC+1)
Today, Software AG (MDAX, ISIN DE000A2GS401 / SOW) has entered into an agreement to acquire StreamSets, Inc., a leader in data integration for the modern data stack, via Software AG's subsidiary Software AG USA, Inc., by way of a reverse triangular merger. Subject to fulfilment of certain conditions precedent, a newly acquired subsidiary of Software AG USA, Inc. would be merged into StreamSets. The purchase price consideration amounts to €524 million plus a customary retention package, agreed with and awarded to StreamSets senior management, and transaction fees. The transaction will be funded by cash and the group's existing credit facilities.
With this acquisition, Software AG adds a sizeable and fast-growing SaaS and Subscription business, further accelerating Software AG's transition to subscription, and sees Software AG enter the cloud data integration portion of the wider data integration market. StreamSets enables enterprise customers to extract, transform and load continuously changing data at scale and its enterprise-grade hybrid data integration platform is complementary to Software AG’s hybrid application integration offerings. In addition, the two businesses have go-to-market strategies that have a shared focus on enterprise customers and IT buying personas.
Software AG continues to expect its organic business to meet its guidance for 2022 and its ambitions for 2023.
On top of this organic development, with the addition of StreamSets, Software AG expects 2022 non-IFRS Group product revenue growth in the range of 12 percent to 16 percent. The Group also expects to see an impact on non-IFRS EBITA of between -€17 million and -€13 million in 2022.
Software AG also expects the acquisition to add to its organic growth in 2023 and as such with the addition of StreamSets to the organic business, it expects total revenue to be comfortably ahead of its €1 billion goal.
These updated estimates exclude any impact from purchase price allocation. Software AG will provide a further update upon closing of the transaction. The transaction is subject to regulatory approvals, in particular merger control clearance. Software AG expects the transaction to close before the end of the first half of 2022.
Darmstadt, February 28, 2022
The Management Board
Person making the notification:
Senior Vice President of Corporate Development and Investor Relations
Tel: +49 6151 92-1274
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