Ad-hoc | 7 October 2005 14:25
SHS Informationssysteme AG is taking over Systech Software GmbH
Ad hoc announcement §15 WpHG
Acquisition
SHS Informationssysteme AG is taking over Systech Software GmbH
Ad hoc announcement transmitted by DGAP.
The issuer is solely responsible for the content of this announcement.
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SHS Informationssysteme AG is taking over Systech Software GmbH and decides on
a capital increase against contribution in kind
Munich, 07. October 2005 – The company SHS Informationssysteme AG, as listed
in the Prime Standard segment of the Frankfurt Stock Exchange (WKN 507240),
has announced the purchase of Systech Software GmbH, Kastl.
Systech Software GmbH is a provider of credit management software solutions
specialising on the retail sector. The company has the leading credit
management software solutions for retail companies on the German market with
its self-developed product DebiTEX. DebiTEX is used in evaluating existing
customers in the framework of claims management and supports companies in
reducing bad credit losses. Their customers comprise medium to large companies
such as BayWa, euroShell, Olympus, Raab Karcher and TUI. Systech Software
GmbH achieved a total turnover of 3 million Euro in the business year 2004
with about 30 employees and is a profitable company.
The purchase price for Systech Software GmbH will be paid partly in cash and
partly in shares. In this connection the Board of Directors and the
Supervisory Board of SHS decided to increase the share capital of the company
from presently 9,192,807 Euro by 386,430 Euro to 9,579,237 Euro against
contribution in kind. 386,430 bearer shares will be issued at an issue price
of 3.39 Euro per share. The new shares will participate in profits as of
01.01.2005. The statutory purchase rights of the shareholders are excluded.
The new shares will be signed by the former shareholders of Systech Software
GmbH and will be subject to a Lock Up of 29 months. In order to finance the
cash component of the transaction the Board of Directors and the Supervisory
Board intend shortly to carry out a purchase rights cash capital increase of
the share capital of SHS. The key figures with regard to this cash capital
increase will be announced by the Board of Directors and the Supervisory Board
in the next days.
Furthermore, in the framework of this transaction an Earn-Out-regulation for 2
years was agreed. In this regard the sellers of Systech Software GmbH can
gain an additional purchase price right based on the development of the
company results.
SHS is assuming that the takeover of Systech Software GmbH will have positive
impulses on the growth in revenues and profits of SHS.
– End of the Ad hoc release –
SHS Informationssysteme AG
Fraunhoferstraße 12
82152 Martinsried bei München
Deutschland
ISIN: DE0005072409
WKN: 507240
Listed: Geregelter Markt in Frankfurt (Prime Standard); Freiverkehr in Berlin-
Bremen, Düsseldorf, Hamburg, Hannover, München und Stuttgart
End of ad hoc announcement (c)DGAP 07.10.2005
Issuer’s information/explanatory remarks concerning this ad hoc announcement:
Background and strategic targets of the transaction:
SHS Informationssysteme AG is an international market leader in the area of
IT-solutions in the credit risk management and customer management sector.
With its product GUARDEAN SHS has a high-performance software solution for the
analysis and evaluation of customers, right from their creditworthiness to
their customer value. Its Agency Gateway furthermore enables customers to
access up to 40 credit agencies throughout Europe and enables companies and
company groups to execute an international credit risk management.
The purchase of Systech Software GmbH represents a decisive strategic step on
the part of SHS. In the foreground is especially the entry in the retail
sector as one of the sectors with the strongest growth rates in the claims
management area. This acquisition makes SHS the market leader in this area in
Germany. In addition Systech Software GmbH enjoys excellent know-how in
existing customer management, whilst the key competence of SHS lies in the
area of applications management. In combination SHS and Systech will thus
cover all phases of customer management and will be able in the future to
offer solutions along the entire customer life cycle.
Dirk Roesing, CEO of SHS: “This takeover will increase the market power of SHS
in Europe. We ensure ourselves technology management for all phases of
customer life cycles, not only in Germany, but also in Europe. SHS is building
a multinational portfolio for finance, Telco and Automotives with new
solutions for existing customer management. The potential of this offer is
immense. An exact evaluation of a customer or company does not only minimise
risk, but also above all can expose idle turnover potential.”
SHS will consequently further increase their presence on the European market
for credit risk management and customer management with this acquisition.
Systech Software GmbH will at the same time decisively promote the coverage of
national and especially international large customers in the retail sector
within the SHS group.
Munich-based SHS Informationssysteme AG is listed on the Prime Standard
segment of the Frankfurt Stock Exchange and operates a subsidiary in Spain.
The IT services provider focuses on offering customer management and credit
risk management solutions to companies with a broad customer base. In 2004,
the company recorded revenues of EUR 32 million. The customers of SHS AG
include Ingram Micro, Crédit Agricole, T-Mobile, T-Online, Südleasing,
Telefónica, amena, Barclaycard and other international companies in the
information and financial sectors. For more information, see http://www.shs.de
Further information:
SHS Informationssysteme AG
Wolfgang Brand
Tel.: +49 – 89 – 747257-0
e-mail: wolfgang.brand@shs.de
Andreas Hoschke
HOSCHKE & CONSORTEN Public Relations GmbH
Tel.: +49 – 40 – 369050-55
e-mail: a.hoschke@hoschke.de
End of message (c)DGAP
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