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o | REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
OR | ||
þ | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
For the fiscal year ended December 31, 2009 | ||
OR | ||
o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
OR | ||
o | SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
Date of event requiring this shell company report | ||
For the transition period from to |
![(SAP CORPORATION LOGO)](https://capedge.com/proxy/20-F/0000950123-10-028310/f03280f0328001.gif)
69190 Walldorf
Federal Republic of Germany
(Address of principal executive offices)
c/o SAP Labs
3410 Hillview Avenue, Palo Alto, CA, 94304, United States of America
650-849-4000 (Tel)
650-849-2650 (Fax)
(Name, Telephone, Email and/or Facsimile number and Address of Company Contact Person)
Title of each class | Name of each exchange on which registered | |
American Depositary Shares, each Representing one Ordinary Share, without nominal value | New York Stock Exchange | |
Ordinary Shares, without nominal value | New York Stock Exchange* |
Ordinary Shares, without nominal value: (as of December 31, 2009)** | 1,226,039,608 |
Yes þ | No o |
Yes o | No þ |
Yes þ | No o |
Yes o | No o |
Large accelerated filer þ | Accelerated filer o | Non-accelerated filer o (Do not check if a smaller reporting company) | Smaller Reporting company o |
Item 17 o | Item 18 o |
Yes o | No þ |
* | Listed not for trading or quotation purposes, but only in connection with the registration of American Depositary Shares representing such ordinary shares pursuant to the requirements of the Securities and Exchange Commission. |
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Report of Independent Registered Public Accounting Firm | F-1 | |||||||
SAP AG and Subsidiaries | F-3 | |||||||
Consolidated Financial Statements | F-3 | |||||||
Financial Statement Schedule I — Reconciliations from U.S. GAAP to IFRS for the Years Ended December 31, 2007 and 2006 | S-1 | |||||||
Exhibit 1 | ||||||||
Exhibit 4.6 | ||||||||
Exhibit 12.1 | ||||||||
Exhibit 12.2 | ||||||||
Exhibit 12.3 | ||||||||
Exhibit 13.1 | ||||||||
Exhibit 13.2 | ||||||||
Exhibit 13.3 | ||||||||
Exhibit 15 |
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• | claims and lawsuits against us that could result in adverse outcomes, including third party infringement claims; | |
• | our ability to procure new licenses, renew existing maintenance agreements and to sell additional professional services, particularly with respect to our installed customer base; | |
• | economic conditions in general and trends in our business, particularly the current global economic crisis and general global economic uncertainty; | |
• | the effectiveness of our IT security measures and Internet-related privacy concerns and risks associated with undetected errors in our products; | |
• | our ability to use our intellectual property and intellectual property licensed to us by third parties; | |
• | competitive risks associated with new delivery and licensing models, such as Software as a Service (SaaS), Business Process Outsourcing (BPO) and cloud computing; | |
• | our ability to obtain, license and enforce intellectual property rights; | |
• | liquidity and the valuation of our financial assets, particularly on the increased risk of default on receivables and financial assets in the current economic climate; | |
• | variances or slowdowns in our software license sales and its impact on our future maintenance and service revenue; | |
• | our ability to effectively manage our headcount and our geographically dispersed employee base; | |
• | our ability to successfully integrate newly acquired businesses; | |
• | international economic and regulatory requirements and constraints, including governance-related regulations; | |
• | more onerous corporate governance laws in both Germany and the United States; | |
• | current and future accounting pronouncements and managements estimates and judgements made in order to comply with IFRS; | |
• | our liquidity management; and | |
• | our ability to protect our critical information or assets or safeguard our business operations against disruption. |
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• | Our software and software-related service revenue includes software and support revenue plus subscription and other software-related service revenue. The principal source of software revenue is the fees customers pay for software licenses. Software revenue is the key revenue driver because it tends to affect our other revenue streams. Generally, customers that buy software licenses also enter into maintenance contracts, and after the software sale these generate recurring software-related service revenue in the form of support revenue. Maintenance contracts cover support services, regular software maintenance, and software updates and enhancements. We also generate software-related service revenue when we provide software on subscription or obligatory hosting terms. Software revenue also tends to stimulate service revenue from consulting and training sales. | |
• | In 2009 and 2008, we used non-GAAP operating margin and constant currency non-GAAP operating margin to measure our overall operational process efficiency and the performance of our core business (software licenses, support, and other software-related service revenue). Non-GAAP operating margin is the ratio of our non-GAAP operating income, which includes support revenue from an acquired company that would have been reported had it been an independent company and excludes acquisition-related charges, to total non-GAAP revenue, expressed as a percentage. See below for a discussion of the IFRS and non-IFRS measures we use beginning in 2010. |
• | Financial income, net provides insight especially into the return on liquid assets and capital investments and the cost of borrowed funds. To manage our financial income, net, we focus on cash flow, the composition of our liquid asset and capital investment portfolio, and the average rate of interest at which assets are invested. We also monitor average outstanding borrowings and the associated finance costs. |
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• | Another aspect is management of working capital by controlling the days’ sales outstanding for receivables, DSO (defined as average number of days from the raised invoice to cash receipt from the customer) and the days’ payables outstanding for liabilities, DPO (defined as average number of days from the received invoice to cash payment to the vendor). | |
• | In 2009 and in 2008 we defined our effective Group tax rate as the ratio of income taxes to income from continuing operations before income taxes (in accordance with U.S. GAAP), expressed as a percentage. Starting in 2010, we will calculate the effective Group tax rate on an IFRS basis. |
• | A reconciliation of the non-GAAP measures we used in 2009 and in 2008 to the related non-IFRS measures, and a reconciliation of those non-IFRS measures to the related IFRS measures. | |
• | An explanation of the non-GAAP and non-IFRS measures we disclose in this report. We believe it is critical to provide these reconciliations and the explanatory information for both the relevant non-GAAP and non-IFRS measures to ensure transparency and clarity in our financial reporting particularly as we started providing our outlook based on non-IFRS measures instead of the non-GAAP measures beginning in 2010. |
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2009 | ||||||||||||||||||||||||||||
Non-IFRS | ||||||||||||||||||||||||||||
Constant | ||||||||||||||||||||||||||||
Currency | ||||||||||||||||||||||||||||
vs. Non- | Non- | |||||||||||||||||||||||||||
Non-IFRS | GAAP | GAAP | ||||||||||||||||||||||||||
Currency | Constant | Constant | Constant | |||||||||||||||||||||||||
IFRS | Adjustment | Non-IFRS | Effect | Currency | Currency | Currency | ||||||||||||||||||||||
€ millions, unless otherwise stated | ||||||||||||||||||||||||||||
Revenue | ||||||||||||||||||||||||||||
Software revenue | 2,607 | 0 | 2,607 | 17 | 2,624 | 0 | 2,624 | |||||||||||||||||||||
Support revenue | 5,285 | 11 | 5,296 | −19 | 5,277 | 0 | 5,277 | |||||||||||||||||||||
Subscription and other software-related service revenue | 306 | 0 | 306 | −7 | 299 | 0 | 299 | |||||||||||||||||||||
Software and software-related service revenue | 8,198 | 11 | 8,209 | −8 | 8,201 | 0 | 8,201 | |||||||||||||||||||||
Consulting revenue | 2,074 | 0 | 2,074 | −11 | 2,063 | 0 | 2,063 | |||||||||||||||||||||
Training revenue | 273 | 0 | 273 | 1 | 274 | 0 | 274 | |||||||||||||||||||||
Other service revenue | 85 | 0 | 85 | 0 | 85 | 0 | 85 | |||||||||||||||||||||
Professional services and other service revenue | 2,432 | 0 | 2,432 | −11 | 2,421 | 0 | 2,421 | |||||||||||||||||||||
Other revenue | 42 | 0 | 42 | 0 | 42 | 0 | 42 | |||||||||||||||||||||
Total revenue | 10,672 | 11 | 10,683 | −19 | 10,664 | 0 | 10,664 | |||||||||||||||||||||
Total operating expenses | ||||||||||||||||||||||||||||
Cost of software and software-related services | −1,714 | 240 | −1,474 | |||||||||||||||||||||||||
Cost of professional services and other services | −1,851 | 4 | −1,847 | |||||||||||||||||||||||||
Research and development | −1,591 | 4 | −1,587 | |||||||||||||||||||||||||
Sales and marketing | −2,199 | 73 | −2,126 | |||||||||||||||||||||||||
General and administration | −564 | 4 | −560 | |||||||||||||||||||||||||
Restructuring | −198 | 4 | −194 | |||||||||||||||||||||||||
Other income/expense, net | 33 | 0 | 33 | |||||||||||||||||||||||||
Total operating expenses | −8,084 | 327 | −7,756 | 36 | −7,720 | −11 | −7,731 | |||||||||||||||||||||
Operating profit and margin | ||||||||||||||||||||||||||||
Operating profit | 2,588 | 339 | 2,927 | 17 | 2,944 | −11 | 2,933 | |||||||||||||||||||||
Operating margin in % | 24.3 | 27.4 | 27.6 | 27.5 | ||||||||||||||||||||||||
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2008 | ||||||||||||||||||||
Non-IFRS | ||||||||||||||||||||
vs. Non- | Non- | |||||||||||||||||||
IFRS | Adjustment | Non-IFRS | GAAP | GAAP | ||||||||||||||||
€ millions, unless otherwise stated | ||||||||||||||||||||
Revenue | ||||||||||||||||||||
Software revenue | 3,606 | 0 | 3,606 | 0 | 3,606 | |||||||||||||||
Support revenue | 4,602 | 157 | 4,759 | 0 | 4,759 | |||||||||||||||
Subscription and other software-related service revenue | 258 | 0 | 258 | 0 | 258 | |||||||||||||||
Software and software-related service revenue | 8,466 | 157 | 8,623 | 0 | 8,623 | |||||||||||||||
Consulting revenue | 2,498 | 0 | 2,498 | 0 | 2,498 | |||||||||||||||
Training revenue | 434 | 0 | 434 | 0 | 434 | |||||||||||||||
Other service revenue | 107 | 0 | 107 | 0 | 107 | |||||||||||||||
Professional services and other service revenue | 3,039 | 0 | 3,039 | 0 | 3,039 | |||||||||||||||
Other revenue | 70 | 0 | 70 | −1 | 69 | |||||||||||||||
Total revenue | 11,575 | 157 | 11,732 | −1 | 11,731 | |||||||||||||||
Total operating expenses | ||||||||||||||||||||
Cost of software and software-related services | −1,743 | 290 | −1,453 | 0 | −1,453 | |||||||||||||||
Cost of professional services and other services | −2,285 | −6 | −2,291 | −5 | −2,296 | |||||||||||||||
Research and development | −1,627 | 12 | −1,615 | 1 | −1,614 | |||||||||||||||
Sales and marketing | −2,546 | 90 | −2,456 | 2 | −2,454 | |||||||||||||||
General and administration | −624 | 1 | −623 | 1 | −622 | |||||||||||||||
Restructuring | −60 | 57 | −3 | 3 | 0 | |||||||||||||||
Other income/expense, net | 11 | 0 | 11 | 0 | 11 | |||||||||||||||
Total operating expenses | −8,874 | 443 | −8,431 | 3 | −8,428 | |||||||||||||||
Operating profit and margin | ||||||||||||||||||||
Operating profit | 2,701 | 600 | 3,301 | 2 | 3,303 | |||||||||||||||
Operating margin in % | 23.3 | 28.1 | 28.2 | |||||||||||||||||
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• | Our management primarily used these non-GAAP measures rather than U.S. GAAP measures as the basis for making financial, strategic and operating decisions. | |
• | The variable remuneration components of our board members and employees that are compensated with regard to our Group-targeted measures were based in 2009 on SAP’s achievement of its targets for non-GAAP operating income, non-GAAP operating margin at constant currencies and cash flow conversion ratio. | |
• | The annual budgeting process involving all management units, which includes costs such as share-based compensation and restructuring, was based on non-GAAP revenue and non-GAAP operating income numbers rather than U.S. GAAP numbers. | |
• | All monthly forecast and performance reviews with all senior managers globally were based on these non-GAAP measures, which are derived from U.S. GAAP measures rather than U.S. GAAP numbers. | |
• | Both company-internal target setting and guidance provided to the capital markets were based on non-GAAP revenue and non-GAAP income measures rather than U.S. GAAP numbers. |
• | The non-GAAP measures provide investors with insight into management’s decision-making since management used these non-GAAP measures to run our business and make financial, strategic and operating decisions. | |
• | The non-GAAP measures provide investors with additional information that enables a comparison ofyear-over-year operating performance by eliminating certain direct effects of acquisitions. |
• | Amortization expense/impairment charges of intangibles acquired in business combinations and certain standalone acquisitions of intellectual property | |
• | Expense from purchased in-process research and development |
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• | Restructuring expenses and settlements of pre-existing relationships incurred in connection with a business combination | |
• | Acquisition-related third-party costs (since our early adoption of SFAS 141R and the revision of IFRS 3) as of January 1, 2009, which are required to be expensed. The previous version of SFAS 141 and IFRS 3 required capitalization. |
• | The eliminated amounts may be material to us. | |
• | Without being analyzed in conjunction with the corresponding U.S. GAAP or IFRS measures, the non-GAAP measures are not indicative of our present and future performance, foremost for the following reasons: |
• | While our non-GAAP income numbers reflect the elimination of certain acquisition-related expenses, no eliminations are made for the additional revenues and other revenues that result from the acquisitions. | |
• | The acquisition-related charges that we eliminate in deriving our non-GAAP income numbers are likely to recur should SAP enter into material business combinations in the future. | |
• | The acquisition-related amortization expense that we eliminate in deriving our non-GAAP income numbers is a recurring expense that will impact our financial performance in future years. | |
• | The revenue adjustment for the fair value accounting of the acquired entities’ support contracts and the expense adjustment for acquisition-related charges do not arise from a common conceptual basis. This is because the revenue adjustment aims to improve the comparability of the initial post-acquisition period with future post-acquisition periods while the expense adjustment aims to improve the comparability between post-acquisition periods and pre-acquisition periods. This should particularly be considered when evaluating our non-GAAP operating income and non-GAAP operating margin numbers as these combine our non-GAAP revenue and non-GAAP expenses despite the absence of a common conceptual basis. |
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• | Including the full amount of support revenue that the acquired entity would have recognized had it remained a stand-alone entity but that we are not permitted to recognize as revenue under U.S. GAAP and IFRS as a result of fair value accounting for support contracts in effect at the time of the respective acquisition. | |
• | Excluding acquisition-related charges. |
• | For acquisitions taking place up to the end of 2008, U.S. GAAP required that certain acquisition-related restructuring expenses be accounted for as liabilities assumed in a business combination; however, these expenses are required to be charged to expense under IFRS. Consequently, these acquisition-related restructuring expenses are eliminated only in our non-IFRS numbers. |
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• | For acquisitions taking place up to the end of 2008, purchased in-process research and development was charged to expense immediately under U.S. GAAP, while being capitalized and amortized over the expected life under IFRS. Consequently, the immediate charge to expense is eliminated in our non-GAAP measures while only the amortization is eliminated in our non-IFRS measures. |
• | Despite the migration from U.S. GAAP to IFRS, we will continue to internally view the ceased TomorrowNow activities as discontinued activities and thus will continue to exclude potential future TomorrowNow results, which are expected to mainly comprise of expenses in connection with the Oracle lawsuit, from our internal management reporting, planning, forecasting, and compensation plans. Therefore, adjusting our non-IFRS measures for the results of the discontinued TomorrowNow activities provides insight into the financial measures that SAP will use internally beginning in 2010 with our migration to IFRS. | |
• | By adjusting the non-IFRS numbers for the results from our discontinued TomorrowNow operations, the non-IFRS numbers are more comparable to the non-GAAP measures that SAP used through the end of 2009, which makes SAP’s performance measures before and after the full IFRS migration easier to compare. |
2009 | 2008 | Change | ||||||||||
€ millions | ||||||||||||
Net cash flows from operating activities | 3,015 | 2,158 | 40 | % | ||||||||
Additions to non-current assets excluding additions from acquisitions | −225 | −339 | −34 | % | ||||||||
Free cash flow | 2,790 | 1,819 | 53 | % | ||||||||
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Unaudited | ||||||||||||||||||||||||
2009(1) | 2009 | 2008 | 2007 | 2006 | 2005 | |||||||||||||||||||
US$ | € | € | € | € | € | |||||||||||||||||||
millions, unless otherwise stated | ||||||||||||||||||||||||
Income Statement Data: | ||||||||||||||||||||||||
Total revenue | 15,295 | 10,672 | 11,575 | 10,256 | 9,402 | N/A | ||||||||||||||||||
Operating profit | 3,709 | 2,588 | 2,701 | 2,698 | 2,503 | N/A | ||||||||||||||||||
Profit after tax | 2,508 | 1,750 | 1,848 | 1,908 | 1,836 | N/A | ||||||||||||||||||
Profit attributable to owners of parent | 2,505 | 1,748 | 1,847 | 1,906 | 1,835 | N/A | ||||||||||||||||||
Earnings per share | ||||||||||||||||||||||||
Basic in € | 2.11 | 1.47 | 1.55 | 1.58 | 1.50 | N/A | ||||||||||||||||||
Diluted in € | 2.11 | 1.47 | 1.55 | 1.58 | 1.49 | N/A | ||||||||||||||||||
Other Data: | ||||||||||||||||||||||||
Weighted-average number of shares outstanding | ||||||||||||||||||||||||
Basic | 1,188 | 1,188 | 1,190 | 1,207 | 1,226 | N/A | ||||||||||||||||||
Diluted | 1,189 | 1,189 | 1,191 | 1,210 | 1,231 | N/A | ||||||||||||||||||
Statement of Financial Position Data: | ||||||||||||||||||||||||
Cash and cash equivalents | 2,700 | 1,884 | 1,280 | 1,608 | 2,399 | N/A | ||||||||||||||||||
Total assets(2) | 19,168 | 13,374 | 13,900 | 10,161 | 9,332 | N/A | ||||||||||||||||||
Total equity(3) | 12,169 | 8,491 | 7,171 | 6,478 | 6,123 | N/A | ||||||||||||||||||
Issued capital | 1,757 | 1,226 | 1,226 | 1,246 | 1,268 | N/A | ||||||||||||||||||
Current bank loans(4)(5) | 6 | 4 | 2,319 | 25 | 24 | N/A | ||||||||||||||||||
Non-current bank loans(4)(5) | 1,002 | 699 | 2 | 2 | 2 | N/A |
(1) | Amounts presented in US$ have been translated for the convenience of the reader at €1.00 to US$1.4332, the Noon Buying Rate for converting €1.00 into dollars on December 31, 2009. See “Item 3. Key Information— Exchange Rates” for recent exchange rates between the Euro and the dollar. This convenience translation is not a requirement under IFRS and, accordingly, our independent registered public accounting firm has not audited these US$ amounts. | |
(2) | The large increase in total assets from 2007 to 2008 was due to the acquisition of Business Objects in 2008. See Note 4 to our Consolidated Financial Statements in “Item 18. Financial Statements” for more information on the acquistion of Business Objects. | |
(3) | On December 15, 2006 there was a four-to-one stock split pursuant to German law that resulted in an increase to subscribed capital of approximately 950 million common shares. Furthermore, the 2007 and 2008 figures reflect cancellations of 23 million and 21 million treasury shares effective September 7, 2007 and September 4, 2008, respectively. See “Item 9. The Offer and Listing — General” for more detail on the cancellation of shares. | |
(4) | The balances include financial debt, other bank loans and overdrafts. Current is defined as having a remaining life of one year or less; non-current is defined as having a remaining term exceeding one year. The significant increase in current debt during 2008 was due to financial debt incurred to finance the acquisition of Business Objects. |
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Year | Average(1) | High | Low | |||||||||
2005 | 1.2400 | 1.3476 | 1.1667 | |||||||||
2006 | 1.2661 | 1.3327 | 1.1860 | |||||||||
2007 | 1.3797 | 1.4862 | 1.2904 | |||||||||
2008 | 1.4695 | 1.6010 | 1.2446 | |||||||||
2009 | 1.3955 | 1.5100 | 1.2547 |
Month | High | Low | ||||||
2009 | ||||||||
July | 1.4279 | 1.3852 | ||||||
August | 1.4416 | 1.4075 | ||||||
September | 1.4795 | 1.4235 | ||||||
October | 1.5029 | 1.4532 | ||||||
November | 1.5085 | 1.4658 | ||||||
December | 1.5100 | 1.4243 | ||||||
2010 | ||||||||
January | 1.4536 | 1.3870 | ||||||
February | 1.3955 | 1.3476 | ||||||
March (through March 10, 2010) | 1.3731 | 1.3516 |
(1) | The average of the applicable Noon Buying Rates on the last day of each month during the relevant period. |
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Dividend Paid | ||||||||
per Ordinary | ||||||||
Share | ||||||||
Year Ended December 31, | € | US$ | ||||||
2005 | 0.36 | 0.43 | (1) | |||||
2006 | 0.46 | 0.62 | (1) | |||||
2007 | 0.50 | 0.77 | (1) | |||||
2008 | 0.50 | 0.68 | (1) | |||||
2009 (proposed) | 0.50 | (2) | 0.68 | (2)(3) |
(1) | Translated for the convenience of the reader from euro into U.S. dollars at the Noon Buying Rate for converting euro into U.S. dollars on the dividend payment date. The Depositary is required to convert any dividend payments received from SAP as promptly as practicable upon receipt. | |
(2) | Subject to approval at the Annual General Meeting of Shareholders of SAP AG currently scheduled to be held on June 10, 2010. | |
(3) | Translated for the convenience of the reader from euro into U.S. dollars at the Noon Buying Rate for converting euro into U.S. dollars on March 10, 2010 of US$1.3658 per €1.00. The dividend paid may differ due to changes in the exchange rate. |
• | Generally declining IT investment |
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• | Decreased customer demand for our software and services, including delayed, cancelled and smaller orders | |
• | Customers’ inability to obtain credit on acceptable terms, or at all, to finance purchases of our software and services | |
• | Increased incidence of default and insolvency of customers, business partners, and key suppliers | |
• | Increased default risk, which may lead to significant write-downs in the future | |
• | Greater pressure on the prices of our products and services | |
• | Pressure on our operating margin |
• | Regional and local economic decline or instability and resulting market uncertainty | |
• | General economic or political conditions in each country or region | |
• | Conflict and overlap among different tax regimes | |
• | Possible tax constraints impeding business operations in certain countries | |
• | The management of an organization spread over various jurisdictions | |
• | Exchange rate fluctuations | |
• | Longer payment cycles | |
• | Regulatory constraints such as import and export restrictions, competition law regimes, legislation governing the use of the Internet, additional requirements for the development, certification, and distribution of software and services, trade restrictions, changes in tariff and freight rates and travel and communication costs | |
• | Expenses associated with the customization of our products on a local level and transacting business in the local currency | |
• | Differing demands from works councils and labor unions in the different countries | |
• | The higher cost of doing business internationally |
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• | The relevant counterparties may not renew their agreements with us at all or on terms acceptable to us | |
• | The relevant counterparties may fail to provide high-quality products and services | |
• | The relevant counterparties may not devote sufficient resources to promote, sell, support, and integrate their products within our portfolio |
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• | the relatively long sales cycles for our products; | |
• | the large size and extended timing of individual license transactions; | |
• | the timing of the introduction of new products or product enhancements by us or our competitors; | |
• | changes in customer budgets; | |
• | seasonality of a customer’s technology purchases; and | |
• | other general economic, social and market conditions, such as the global economic crisis that emerged in late 2008 and continued through 2009. |
• | expansion of our operations; | |
• | research and development directed towards new products and product enhancements; and | |
• | development of new distribution and resale channels, particularly for small and midsize enterprises. |
• | the announcement of new products or product enhancements by us or our competitors; |
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• | technological innovation by us or our competitors; | |
• | quarterly variations in our results of operations or results that fail to meet our or our financial analysts’ expectations; | |
• | changes in revenue and revenue growth rates on a consolidated basis or for specific geographic areas, business units, products or product categories; | |
• | changes in externally communicated guidance; | |
• | changes in our capital structure, for example due to the potential future issuance of addition debt instruments; | |
• | general market conditions specific to particular industries; | |
• | litigation to which we are a party; | |
• | general and country specific economic or political conditions (particularly wars, terrorist attacks, etc.); | |
• | proposed and completed acquisitions or other significant transactions by us or our competitors; and | |
• | general market conditions. |
• | Our SAP trained consultants may not be immediately available to assist customers in the implementation of our products. | |
• | The features of the implemented software may not meet the expectations or the software may not fit the business model of the customer. |
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• | Third-party consultants may not have the expertise or resources to successfully implement the software. | |
• | Customer-specific factors may destabilize the implementation of the software. | |
• | Customers and partners may not implement the measures offered by SAP to safeguard against technical risks. |
• | Continue to enhance and expand our existing products and services; and | |
• | Develop and introduce new products and provide new services that satisfy increasingly sophisticated customer requirements, keep pace with technological developments, and are accepted in the market. |
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• | It may not be possible to successfully integrate the acquired business, and its different business and licensing models. | |
• | It may not be possible to integrate the acquired technologies or products with current products and technologies. | |
• | It may not be possible to retain key personnel of the acquired business. | |
• | We may assume material unknown liabilities of acquired companies, including legal or intellectual property contingencies or other significant risks that may not be detected by the due diligence process. | |
• | We may incur debt or significant cash expenditures. | |
• | We may have difficulty implementing, restoring, or maintaining internal controls, procedures, and policies. | |
• | There may be a negative impact on relationships with customers, partners, or third-party providers of technology or products. |
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• | We may have difficulty integrating the acquired company’s accounting, human resource, and other administrative systems. | |
• | There may be regulatory constraints. | |
• | The acquired business may have practices or policies that are incompatible with our compliance requirements. |
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• | SAP Business Suite software for large organizations and international corporations. The software supports core business operations ranging from supplier relationships to production to warehouse management, sales, and all administrative functions, through to customer relationships. There are specific solutions for industries, for instance, high tech, oil and gas, utilities, chemicals, healthcare, retail, consumer products, and the public sector. | |
• | SAP BusinessAll-in-One solutions, the SAP Business ByDesign solution, and the SAP Business One application, which address the needs of small businesses and midsize companies. | |
• | The SAP BusinessObjects portfolio, which covers a variety of demands from small to large companies with solutions for business users who need to analyze and report information, make informed strategic and tactical decisions, build business plans, and manage risk and compliance. | |
• | SAP solutions for sustainability to help enable organizations’ sustainability initiatives. These solutions include the measurement of sustainability key performance indicators, energy and carbon management, and solutions for product safety, environment, health, and safety. | |
• | The SAP NetWeaver technology platform, which integrates information and business processes across diverse technologies and organizational structures. |
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2008 | ||||
Carbon footprint in kilotons(1) | 500 | |||
Total electricity consumption in gigawatt hours | 326 | |||
Data center energy in gigawatt hours | 167 | |||
Employee turnover in % | 11.4 | |||
Women in management (% of women in senior management) | 8.7 | |||
Customer satisfaction (TRI*M Index, scale from -66 to +134) | 93 |
(1) | In 2009, we improved the way we measure our carbon footprint by including more Scope 3 emissions from our logistics chain and from business travel in private vehicles and we improved our reporting on company cars and external data centers. This also involved correcting results from the past. |
• | Carbon footprint: SAP’s goal is to reduce total greenhouse gas emissions to 2000 levels by 2020. This equates to lowering emissions by about 50% from 2007 levels. We selected 2000 as our target year even though we have almost doubled in size as a company over the last eight years, including our acquisitions (we had approximately 24,000 employees in 2000, compared to approximately 47,500 today). We therefore feel that striving for 2000 levels is ambitious. Based on our preliminary calculations, CO2 emissions for 2009 totaled approximately 425 kilotons, which represents a 15% decrease compared to 2008. | |
• | Total electricity consumption: Our electricity consumption relates to our facilities and our data centers. SAP has around 400 locations in over 50 countries. We seek to follow sustainable design and facility management practices. We strive to achieve high energy and environmental standards for new office buildings. We are also making improvements to existing facilities to reduce our energy and water consumption and our waste. Together with the efforts of our employees, this has resulted in a decrease in electricity consumption of about 7% compared to 2008. | |
• | Data center energy: We focus on reducing energy consumption in SAP data centers as well as on addressing the impact of SAP software on customers’ IT infrastructures. As we discover ways to make our own data centers more efficient, we can introduce these best practices to our customers to help them lower their own carbon footprint. Our efforts will also drive benchmarks for comparing IT efficiency. | |
• | Employee turnover: A talented workforce is essential to corporate success, especially in the software industry, where intellectual property is crucial. We recognize that our people and their rich diversity and cultural wealth are our strongest assets. In fact, excellence in human resource management has always been a strategic priority for us. We are committed to attracting and retaining gifted people to foster innovation for the benefit of our customers and society. Turnover rate is the ultimate measure of our ability to retain the best talent. | |
• | Women in management: Due to the low number of women choosing to study information technology (IT), the entire IT industry struggles to attract a sufficiently large group of women into our talent pipeline. We recognize that we need to make a conscious effort to look for candidates with diverse backgrounds for vacant positions. We track the number of women in management as a critical diversity metric. Currently, that number is not at satisfactory levels. In 2009, we therefore rolled out a program |
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to increase the profile of women working at SAP as well as the advancement of women into leadership positions. |
• | Customer satisfaction: One very important indicator of our success is customer satisfaction, which is a leading driver of future revenue and profitability. We monitor customer satisfaction on a quarterly basis. TNS Infratest, an independent agency, conducts a customer survey and reports the results to the Supervisory Board. Results are measured using the TRI*M Index. The TRI*M Index scale ranges from -66 to +134, with +134 being the best measure. In 2009, our overall customer satisfaction scores decreased slightly, after having improved for four consecutive years. In some regions, negative perceptions resulted from a change in our software support model. As a reaction to this, we have seen declining customer loyalty to SAP, particularly in Europe. As a consequence, we are engaging with user groups to articulate and measure the added value of the new support model. The second half of 2009 showed a stabilizing trend in customer satisfaction and loyalty. |
• | Employee satisfaction: While the turnover rate is the ultimate measure of our ability to retain the best talent, employee commitment and employee satisfaction are important indicators of our ability to train and retain the best workforce. | |
• | Business Health Culture Index: SAP’s health management service has developed a holistic and comprehensive program to meet the needs of our employees. Our extensive employee health program is focused on the needs of employees with sedentary, highly demanding intellectual jobs. The Business Health Culture Index measures the stress/satisfaction balance of employees, indicating organizational health and readiness to meet strategic objectives. | |
• | Social investment: Our Clear Purpose engagement program coordinates our contributions in the areas of education; good governance and transparency; bridging the digital divide, and environmental stewardship. Our target for social investment is about 1% of our profit before tax and is comprised of corporate giving, technology donations, and SAP-sponsored volunteering. By applying our collective expertise and resources, our corporate social responsibility initiatives directly and indirectly impact many global and local programs. | |
• | Renewable energy consumed: SAP is using more and more electricity from renewable sources. We purchase some of this green electricity from local utility companies and produce some using solar panels on SAP facilities. |
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• | Organic growth: Our primary growth strategy is to continue to develop our own product portfolio and our own base of direct customers, focusing on rapid innovation and speed to market. | |
• | Co-innovation: Collaborating with customers and partners remains one of our core policies. We continue to invest in our partner ecosystem to support the development of solutions built on the SAP NetWeaver technology platform and leverage partner sales forces to address the various market and customer segments. | |
• | Focused acquisitions: With targeted strategic and “fill-in” acquisitions that add to our broad solution offerings, we gain specific technologies and capabilities to meet the needs of our customers. |
• | Efficiency — Innovative business processes to optimize operations: SAP connects and streamlines processes across our customers’ businesses to drive efficiency and help enable business operations to achieve strategic goals. | |
• | Insight — Improved decisions for greater success: SAP enables business people to make more insightful and timely strategic decisions based on better information in the context of specific business issues. | |
• | Flexibility — Strategic and operational agility: With SAP software, customers can more easily pursue new strategies and capture the full benefits of business networks, because business processes are flexible and the platform is extensible. |
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• | The SAP ERP application is designed to optimize business and IT processes by reducing IT complexity, increasing adaptability, and delivering more IT value at a lower cost than traditional enterprise resource planning solutions. It can support mission-critical,end-to-end business processes for finance, human capital management, asset management, sales, procurement, and other essential corporate functions. SAP ERP can also support industry-specific processes by providing industry-specific business functions that can be activated selectively via the switch framework, keeping the application core stable and helping ensure maximum performance. | |
• | The SAP Customer Relationship Management (SAP CRM) application provides a comprehensive application to help marketing, sales, and service professionals obtain complete customer intelligence that they can leverage to effectively manage customer relationships and customer-related processes. SAP CRM can enable multichannel customer interactions, including mobile smart phones, the Internet, and social media, and also offers a communications infrastructure that is designed to help |
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connecting with other users anytime, anywhere. SAP offers customer relationship management solutions in both on-premise and on-demand deployment models. |
• | The SAP Product Lifecycle Management (SAP PLM) application helps companies manage, track, and control all product-related information over the complete product and asset life cycle as well as throughout the extended supply chain. SAP PLM is designed to facilitate creativity and to free the process of product innovation from organizational constraints. | |
• | The SAP Supplier Relationship Management (SAP SRM) application provides a procurement application that helps organizations in all industries improve their centralized sourcing and contract management and interact with suppliers through multiple channels. SAP SRM is designed to accelerate and optimize the entireend-to-endprocure-to-pay process by supporting integrated processes and by enforcing contract compliance, which can result in realizable savings. | |
• | The SAP Supply Chain Management (SAP SCM) application helps companies adapt their supply-chain processes to the rapidly changing competitive environment. SAP SCM helps transform traditional supply chains from linear, sequential processes into open, configurable, responsive supply networks in which customer-centric, demand-driven companies can monitor and respond more smartly and quickly to demand and supply dynamics across a globally distributed environment. |
Process Manufacturing Industries | Service Industries | |||
• Chemicals• Life sciences• Mill products• Mining• Oil and gasDiscrete Manufacturing Industries• Aerospace and defense• Automotive• Engineering, construction, and operations• High tech• Industrial machinery and componentsConsumer Industries• Consumer products• Retail• Wholesale distribution | • Media• Professional services• Telecommunications• Transportation and logistics• UtilitiesFinancial Services Industries• Banking• InsurancePublic Service Industries• Defense and security• Healthcare• Higher education and research• Public sector |
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• | SAP BusinessObjects Edge solutions are powerful and versatile business intelligence (BI) and enterprise performance management (EPM) solutions designed for midsize companies that can address several requirements from flexible ad-hoc reporting and analysis to dashboards, data visualization, data integration, and high data quality as well as budgeting, planning and consolidation, and strategy management. | |
• | Xcelsius ispoint-and-click data visualization software designed for creating interactive dashboards and visual business models from Excel spreadsheets and corporate data sources to share via Microsoft Office, Adobe PDF, the Internet, and corporate portals — all without any programming. The Xcelsius software comprises two product groupings to meet two distinct needs: visual presentations and dashboarding. | |
• | Crystal Reports software helps users design interactive reports from any data source and can enable them to answer business questions with fewer reports, and reduced IT costs. Documents created using Crystal Reports can be shared in an on-premise mode or in an on-demand mode. | |
• | Crystal Reports Server is reporting and dashboard management software that can enable small businesses and midsize companies to securely view, interact with, and share reports and dashboards on the Internet, bye-mail, on corporate portals, and in Microsoft Office applications. It is designed to empower business users to get better insight into their business performance with access to summary dashboards and detailed reports — all in one place. | |
• | The desktop edition of SAP BusinessObjects Interactive Analysis software is designed to provide ad-hoc query and analysis functions in a self-service environment for data-savvy business professionals. An intuitive interface enables customers to combine many types of data from different sources into interactive documents, and helps them uncover trusted, shareable answers to spontaneous and iterative business questions. | |
• | The SAP BusinessObjects Access Control application, available in a version for midsize companies, is designed to enable efficient protection of information and prevention of fraud by controlling access and authorizations across the company. The application can help minimize the time and cost of enforcing segregation of duties across applications, and can help prevent improper access to IT systems. | |
• | The SAP BusinessObjects Global Trade Services application, available in a version for midsize companies, can enable organizations to streamline complex export processes, automate compliance, ensure expedited customs clearance, and gain the visibility needed to optimize trade processes which can lower risk and minimize duties. The application is certified for electronic communication with multiple customs systems around the globe and fully integrates with SAP and non-SAP software. |
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• | SAP BusinessObjects BI solutions are available in both on-demand and on-premise deployment options. They include a flexible, scalable business intelligence platform with integrated services that are back-end, not user-facing. Examples of integrated platform services include security (who can access the system and what information they can see), load balancing (plug in extra servers, and work is shared across them), and scheduling (refresh reports during the night when system usage is low). The BI solutions also enable users to interact with business information and accurately answer ad hoc questions without advanced knowledge of the underlying data sources and structures. They can help customers access data across all sources and formats and deliver it as useful, consumable information inside and outside the organization. Customers can use these tools to uncover trends and patterns and solve business problems, to anticipate business changes, and to help reach organizational goals. Customers can also use BI solutions to support their forecasting of future business conditions, to track and analyze key business metrics via dashboards, to interact with sophisticated visual representations of information, and to take advantage of user-friendly capabilities that provide self-service access to critical business information. Self-service access enables business users to create reports and perform analyses themselves without depending on their IT support. | |
• | SAP BusinessObjects IM solutions provide functions for data integration, data quality management, and metadata management — working seamlessly with functions in the SAP NetWeaver technology platform, such as data warehousing, master data management, and information life-cycle management to help build a trustworthy data foundation that offers agile support for business or IT initiatives. The solutions help enable world-class information management in both SAP and non-SAP software environments. Customers can access, profile, integrate, transform, move, or cleanse structured or unstructured data to deliver timely, unified, and high-quality information. With metadata management and text analysis solutions, customers can collect and unify data from disparate sources forend-to-end impact analysis. |
• | SAP BusinessObjects EPM solutions help companies benefit from increased levels of strategic alignment, making performance more predictable and ultimately improve decision-making. SAP BusinessObjects EPM solutions are optimized for both SAP and non-SAP environments, across multiple lines of business including finance, the supply chain and procurement, and they include solutions for strategy management; planning, budgeting and forecasting; financial consolidation; and profitability |
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and cost management. The solutions are integrated with SAP BusinessObjects BI solutions and SAP BusinessObjects GRC solutions to further help companies close the gap between strategy and execution. |
• | SAP BusinessObjects GRC solutions enable companies to aggregate and manage the key risks of their business, automate controls across processes, and monitor risks and controls across disparate systems. The solutions can help increase visibility across risk and compliance initiatives, reduce cost, and manage risk across the enterprise. They can also help support sustainability efforts. |
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• | Delivery of modular applications across multiple lines of business | |
• | Integrated processes and information across solutions — regardless of deployment model | |
• | Flexible, subscription-based models to enable even cost distribution | |
• | Focused services for rapid implementations | |
• | Extend solutions with the global ecosystem to increase value for customers |
• | Enterprise-wide processes for smaller organizations and subsidiaries drive efficient business processes across the entire organization with SAP Business ByDesign | |
• | Process-based solutions addressline-of-business requirements for customer relationship management, sourcing, contract management, and carbon trading. Currently available on-demand solutions include SAP CRM, SAPE-Sourcing, SAP Contract Lifecycle Management, and SAP Carbon Impact | |
• | Enterprise-level or department-level analysis and reporting with the SAP BusinessObjects BI OnDemand solution. This solution can store, share, browse, search, report, and analyze information at the level specified by the company |
• | Rapidly implementing new innovations using enhancement packages | |
• | Leveraging virtualization technologies |
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• | Using shared services implementations to realize economies of scale for common functions, such as purchasing | |
• | Hosting applications through ecosystem partners to reduce IT costs for application maintenance | |
• | Leveraging SAP Enterprise Support services to identify opportunities for improving efficiency and reducing IT costs |
• | Business process outsourcing | |
• | Applications that provide rapid deployment and accelerated results over virtual platforms | |
• | A broad set of integrated complementary software applications | |
• | Services that help customers accelerate commercial impact and deliver better results |
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• | The SAP NetWeaver technology platform enables our partners to develop products and services that fit into our customers’ IT environments. At the same time, it is intended to help us increase revenue from the many vendors that license our technology platform. The SAP NetWeaver community continues to gain momentum, with independent software vendors (ISVs) currently developing more than 1,700 applications based on SAP NetWeaver. | |
• | In April 2009, SAP announced the opening of SAP Co-Innovation Lab in Bangalore, complementing our global network of co-innovation labs. SAP Co-Innovation Lab offers an environment in which ISVs, system integrators, and technology partners can work with us and with customers on new technologies. | |
• | In 2009, SAP continued to develop the breadth of offerings available on SAP EcoHub, an online solution marketplace enabling SAP customers to discover, evaluate and buy solutions from SAP partners to complement their existing IT landscapes from SAP. SAP EcoHub brings together the full scope of the SAP ecosystem by linking community content to information about offerings from SAP partners that are designed and selected to address specific business challenges SAP customers face. The additions to SAP EcoHub in 2009 included packaged offerings of software and services in specific regions, the addition of services partners and the delivery of SAP’s sustainability road map and associated products. |
• | The SAP Developer Network (SDN) community offers nearly 2 million members in more than 200 countries the chance to trade experience and insights, pursue business opportunities, and learn from each other. It is the biggest innovation community associated with SAP. SDN includes discussion forums, blogs, wikis, software and tool downloads, ande-learning. A wealth of technical assets attracts more than half a million visitors to SDN every month. | |
• | The Business Process Expert community is a business process community with more than 600,000 members covering 18 industries and a wide variety of horizontal subjects. Collaboration in the community, the sharing of best practices, and advanced training offerings are among the catalysts that can generate process innovation. Community members, including, for example, specialists on diverse industries, business and application consultants, CIOs, and business process experts, find ample opportunities to exchange ideas in moderated forums, wikis, and expert blogs. | |
• | The Industry Value Network program provides a collaborative environment for ISVs, system integrators, and technology vendors to work together with SAP and our customers in various industries. There are now 16 different Industry Value Network groups. The work they do is designed to help companies develop solutions using enterprise services. | |
• | The Enterprise Services Community program provides a forum in which customers, partners, and employees of SAP form collaborative groups focused on defining requirements for business process platforms and specifications for enterprise services. The community currently has over 340 members working more than 130 definition groups. So successful is this collaborative approach that the majority |
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of the enterprise services included in the third enhancement package for SAP ERP software sprang from requests by customers and partners working together in the community. |
• | Following the acquisition of Business Objects, SAP added the SAP BusinessObjects community to SAP Community Network. This community, with more than 295,000 members provides an environment for SAP BusinessObjects users and developers to share best practices and pursue innovation opportunities on SAP BusinessObjects offerings. | |
• | In February 2009, SAP Community Network opened the SAP University Alliances community. With more than 85,000 members, this community focuses on bringing real-life SAP knowledge and skills into university classrooms. This is part of SAP’s corporate citizenship commitment to the education and mentoring of university students and graduates who are the business experts and IT leaders of the future. | |
• | SAP Community Network launched a community job board in 2009, providing SAP developers and customers the ability to more easily network and identify job opportunities that take advantage of the rich SAP skill base in the SAP communities. | |
• | In October 2009, SAP announced a partnership with leading social networking site LinkedIn. This partnership builds on the efforts to better highlight SAP product skills in the global marketplace by allowing SAP Community Network members to position their community involvement and overall SAP product knowledge on LinkedIn profiles. |
• | Continuing to identify opportunities to work with partners and bringing additional value to customers, SAP and Atos Origin, a global services partner, extended their partnership to focus on reducing customer risk and streamlining upgrading and go-live processes, for customers in key European countries including France, Germany, the Netherlands, Spain, and the United Kingdom. | |
• | As adoption of SAP BusinessObjects solutions continued to grow among SAP’s installed base, we secured additional partnerships in an effort to complement the product offering. SAP signed a global |
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sales agreement with APOS Systems. The agreement focuses on offering customers APOS’ extensions to SAP BusinessObjects XI solutions to enhance management, monitoring, and control of their deployments of this software. |
• | As part of our release of SAP Business Suite 7 software, we secured certified system integrator partnerships with Atos Origin, Cap Gemini, IBM, and Wipro to drive adoption of SAP Business Suite and deliver certified consultants to the marketplace in 2009. | |
• | To offer customers accelerated, unified access to detailed enterprise data for better business visibility, SAP and Teradata Corporation, the world’s largest company for data warehousing and enterprise analytics, agreed to provide the SAP NetWeaver Business Warehouse component on the Teradata database. With this agreement, customers using both SAP and Teradata products can benefit from an integratedend-to-end offering including data warehouse infrastructure and management as well as business intelligence tools. | |
• | In support of SAP Enterprise Support services, SAP partners focused on certification and adoption of the Run SAP methodology. During the year, partners including IBM Global Business Services and EDS announced their certification in Run SAP methodology. | |
• | SAP and IBM delivered Alloy, co-innovation software featuring SAP Business Suite and IBM Lotus Notes, to the marketplace. Alloy presents information and data from SAP software processes in the context of the desktop familiar to Lotus Notes users. | |
• | As part of our global mobility product strategy, SAP entered into partnerships focused on enabling customers to bring the SAP Business Suite to mobile devices. We started a co-innovation offering with Sybase, focused on enabling mobile users to access SAP solutions for increased productivity and efficiency. In addition, we started a development project with the software manufacturer Syclo to deliver mobile asset and service management solutions to customers. | |
• | The SAP ecosystem was a core component of the launch of the SAP BusinessObjects Explorer software in May. The company secured partners as contributors to the technology offering including Intel and Adobe. Partners that focused on providing hardware components to complement the software included Dell, Fujitsu, IBM, and HP. | |
• | The IT consulting and outsourcing company Cognizant became a global services partner of SAP in May. This marked the evolution of a successful relationship between SAP and Cognizant. In SAP Co-Innovation Lab and the Cognizant Touchstone Center in Bangalore, we aim to develop and deliver value-added solutions across a variety of industries to provide our joint customers enhanced flexibility, agility, and efficiencies in their enterprise applications. | |
• | We continued to add to our list of SAP solution extensions. Focused on identifying qualified products that easily integrate into existing SAP landscapes and meet criteria for global customer demand, we secured new offerings from partners to add to our price list. New solution extensions in 2009 include SAP Enterprise Inventory Optimization application by SmartOps, SAP Data Maintenance application for ERP by Vistex, and SAP Extended Enterprise Content Management application by Open Text. | |
• | We continued to develop our partnership with Novell, focusing on GRC solutions. In October the companies announced their intention to deliver integrated GRC solutions through product integration and planning and a collaborativego-to-market strategy. The combination of SAP BusinessObjects GRC solutions and Novell’s security and identity products will bridge the gap between business process and IT security and controls. | |
• | In April, our virtualization community shifted its focus to solutions addressing Green IT. Partners, customers, and manufacturers including AMD, Cisco, Citrix, EMC, HP, Intel, Network Appliance, Novell, Red Hat, Sun, and VMware agreed to work with SAP to directly identify and develop solutions that enable technology to assist companies in running their IT operations more efficiently. |
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• | We broadened our relationship with Intel to optimize the operation of SAP Business One applications with the Intel Xeon Processor. This step in the relationship was designed to enable small businesses to achieve faster time to value for their IT investments, therefore saving costs. This combination offering was made available as industry-specific bundles delivered through original equipment manufacturers. | |
• | Continuing to work with partners to better enable customers in the midmarket, we announced a collaborative fast-start program together with HP. This effort provides customers the SAP BusinessAll-in-One solution on HP hardware. | |
• | In November 2009, several regional announcements were made affecting SAP’s global ecosystem. In Canada, SAP announced three new members of the SAP Extended Business program certified to deliver SAP BusinessAll-in-One solutions to midsize Canadian firms. In China, new offerings were announced for that country’s ecosystem, including content relevant for the Chinese market published via new online discussion areas, forums, wikis, and blogs for its SAP Community Network China. Meanwhile, in India, news of developments at the recently opened SAP Co-Innovation Lab in Bangalore included mention of three new solutions now available to the wider markets based on the joint development efforts of SAP and its partners at the lab. |
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• | Cloud computing is the generic umbrella term for flexible, IT-related services, such as storage, computing power, software development environments, and applications, combined with service delivery through the Internet to consumers and businesses. Clouds provide major opportunities for new business models by restructuring the value chains in the IT industry. In addition, cloud computing dramatically changes the dynamics for new service offerings since it considerably lowers the entry barriers for newcomers by shifting from huge initial capital investments to pay-what-you-use business models. The infrastructure demands of the visions for the “Internet of Services” and the “Internet of Things” can be met most economically by the cloud computing model. It is especially small, innovative companies that will use cloud computing as a scalable service. | |
• | The Internet of Things fuses the digital world and the physical world by bringing together different concepts and technical components. Everyday objects and machines, even houses and industrial buildings, have sensors and can “communicate” with each other via the Internet. One practical dimension, introduced at SAP TechEd 2009 in Vienna, is the topic of product counterfeiting security or global brand protection service. Product counterfeiting, smuggling, and other illegal trading practices are evolving as fast as emerging trends and technologies worldwide and are increasingly finding their way into various business sectors such as the pharmaceutical industry and aircraft and automobile spare-parts manufacturing. In a joint venture called Original1 with partners Nokia and Giesecke & Devrient, we are developing the possibility for brand owners to use a service protecting their original products along the whole supply chain. Experts predict that the Internet of Things will lead to tremendous efficiency gains in many industries, such as manufacturing and energy supply. Applications, services, middleware components, networks, and endpoints will be structurally connected in entirely new ways. This will make new models possible for business processes, collaboration, miniaturization of devices, and in the area of mobile communications. | |
• | Thanks to the Internet of Services, the ability to create a Web-based service industry is becoming a reality. In the future, people should be able to do more than buy books, book flights, or plan trips on the Internet. They should also be able to make appointments with their child’s pediatrician, coordinate exports to foreign countries, and provide consulting advice for businesses. In this type of virtual world, software and service providers, brokers, and users can collaborate using a service delivery platform to build flexible and dynamically-integrated applications. The platform supports the whole life cycle of a service offering from its creation and introduction to redesign with incorporated user feedback. SAP |
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Research is looking to further explore services that can be managed using IT and, when combined, lend themselves into value-added services. |
• | A further research focus area is the development of technologies for emerging economies. The overall aim is to engage in research activities that investigate the unique requirements of emerging economies in order to make a direct impact on their social and economic development. The research agenda includes innovative business solutions for very small businesses, thus giving preference to the identification and inception of new technologies. Such initiatives contribute to job creation (social impact) and poverty alleviation (economic impact). |
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• | SAP ERP: In May 2009, we delivered the fourth enhancement package for the SAP ERP application. Functional improvements provide stronger support for parallel accounting and reporting, treasury and risk management, and electronic payments. Human capital management capabilities were improved to support recruiting, learning, and performance management processes. Search, reporting, and self-service capabilities improved usability for casual and business users. Enhancement packages continue to enable our customers to add functions to their SAP applications without upgrades, reducing the total cost of managing or extending the capabilities of their enterprise processes. | |
• | SAP Customer Relationship Management (SAP CRM): The new version of the SAP CRM application, SAP CRM 7.0, delivered in May 2009, is continuing to gain momentum with our customers, and is experiencing strong adoption by our customers’ users. SAP CRM is characterized by ease of use and adaptability to meet rapidly changing market conditions, combined with the power of integratedend-to-end sales, marketing, and service business processes (such as the new loyalty management capabilities), and we are becoming the solution of choice for SAP customers. We are continuing to grow thought leadership through several exciting innovations such as the mobility partnership with Sybase, social CRM, and communications-enabled business processes to help our customers stay current and ahead of their competition. | |
• | SAP Supplier Relationship Management (SAP SRM): In February 2009, we announced the general availability of the latest version of the SAP SRM application, SAP SRM 7.0, as part of SAP Business Suite software. SAP SRM now extends compliance capabilities with enhancements to centralized sourcing and contract management, services procurement, catalog management, supplier enablement, usability, and accessibility to information. Furthermore, SAP supports SRM customers in complying with regulatory and internal guidelines. SAP SRM also helps fully deliver on the important procurement |
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processes for our customers. We also plan to release new versions of the SAPE-Sourcing and SAP Contract Lifecycle Management on-demand solutions in 2010. These new versions are designed to improve the amount of negotiated savings, optimize cost visibility, increase sustainable savings, and provide more advanced on-demand support. |
• | SAP Supply Chain Management (SAP SCM): In May 2009, a new version of SAP SCM became generally available with capabilities that leveragepoint-of-sales data to improve planning accuracy and visibility, provide new forecasting methods, and enable attribute- or characteristics-based planning. The supply network collaboration capabilities were enhanced to improve coordination and collaboration with contract manufacturers. We introduced major enhancements to warehouse and transportation management, such as graphical warehouse layout modeling, improved visualization, tighter integration of export controls, and increased utilization, through enhanced integrated processes. We expanded the radio-frequency identification (RFID) and auto-ID solution footprint of SAP SCM with support for serialization technology and the EPCIS standard, a global communications standard by EPCglobal that improves transparency in the tracking of goods. | |
• | SAP Product Lifecycle Management (SAP PLM): With its fourth enhancement package generally available in May 2009, SAP PLM introduced a new user interface with simplified access to information within the context of specific roles to improve productivity, reduce training, eliminate manual activities, and make decisions more rapidly. This intuitive new user interface delivers information from units across an organization to establish a product-centric view. Direct collaboration capabilities within SAP PLM enable intercompany design networks with a sophisticated authorization concept. The result is a better and faster collaboration, which can improve the quality of product development resulting in fewer change cycles. Integrated product labeling helps companies to reduce the risk of product recalls caused by improper labeling and helps them save time by automating the various steps in the product-labeling process. |
• | SAP Business ByDesign: In July 2009, we delivered feature pack 2.0 for the SAP Business ByDesign solution. This new version, available in six key markets under controlled release, significantly expands functionality and provides more value to customers by offering business support for 35end-to-end process scenarios. Through integration with software from the SAP BusinessObjects portfolio, including Crystal Reports software and dashboards from Xcelsius software, executives of midsize companies can benefit from increased transparency into their business operation and can utilize comprehensive analytics to make decisions that can improve their business performance. This latest feature pack also integrates customer relationship management,order-to-cash with automated billing, project profitability and resource management, time and expense reimbursement,procure-to-pay, and service and repair. Finally, companies can collaborate more effectively internally, as well as with customers, suppliers, and partners through new groupware integration with Microsoft Office. For example, groupware integration with desktop tools such as Microsoft Office enables users to synchronize tasks, appointments, ande-mail and, for instance, export standard letters and listings to work on them in Microsoft Office applications. This helps companies work more effectively — internally and with their customers, vendors, and other business partners. | |
• | SAP BusinessAll-in-One: In 2009, we continued to enhance the SAP BusinessAll-in-One solution to include integrated preconfigured SAP BusinessObjects solutions — in addition to the comprehensive, preconfigured best practices delivered for SAP CRM and SAP ERP applications in 2008. These solutions provide customers with instant access to trusted and timely data at the core of their business operations. Additionally, we continued investing in the SAP BusinessAll-in-One fast-start program by |
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extending the solution configurator to configure CRM functions online. Partners participating in the SAP BusinessAll-in-One fast-start program can now deploy the solution configurator on their Web sites and feature their unique offerings to prospects. Several of our partners already have it live on their sites. Finally, we delivered the SAP BusinessObjects Data Integrator software for data migration to SAP BusinessAll-in-One. It helps reduce project risks and speed the implementation of SAP BusinessAll-in-One solutions. |
• | SAP Business One: In 2009, we released enhancements to the 2007 version of the SAP Business One application that offer a bundle of legal enhancements, streamlined business processes, improved usability, built-in local best practices, and integration with Web-based CRM ande-commerce. | |
• | SAP BusinessObjects Edge solutions: In April 2009, we launched new solutions, including SAP BusinessObjects Edge BI, our comprehensive business intelligence software for small businesses and midsize companies. Now, as part of SAP BusinessObjects Edge, BI midmarket companies can use SAP BusinessObjects Explorer software that helps business users quickly and easily explore information from diverse sources and instantly answer business questions. We also delivered the SAP BusinessObjects Edge Strategy Management application, which helps small businesses and midsize companies improve their performance and align execution with strategy by connecting goals, initiatives and metrics. We also delivered the SAP BusinessObjects Edge Planning and Consolidation application, which helps these organizations create, execute, and monitor budgets that are aligned to financial plans and resources. |
• | SAP-BusinessObjects business intelligence (BI) solutions: In 2009, we delivered SAP BusinessObjects Explorer software. SAP BusinessObjects Explorer software, accelerated version for SAP NetWeaver Business Warehouse (SAP NetWeaver BW), combines intuitive information search and exploration functions with the high performance and scalability of SAP NetWeaver BW Accelerator, so it can empower the organization and put BI within the reach of more business users in a company. With immediate insights into vast amounts of data, users can improve their ability to make sound, timely decisions. | |
• | The accelerated version of SAP BusinessObjects Explorer software delivers powerful functions, including: |
• | Search across data fields and metadata: Users simply enter a few keywords to instantly find the most relevant information from across all data sources. They need no previous knowledge about what data exists or where to find it. | |
• | Intuitive exploration of data and charts: The software complements results with contextually relevant details. The experience is comparable to Internet-style search and browsing an online store. Users do not need data models or data knowledge. | |
• | Automated relevancy and chart generation: SAP BusinessObjects Explorer presents the most relevant search results first and automatically generates the chart that best represents the information. | |
• | High performance and scalability: The combined software and hardware solution delivers the high performance and scalability that users need for immediate response and answers when they browse very large data sets. |
• | SAP BusinessObjects information management (IM) solutions: In June 2009, we delivered enhancements to SAP BusinessObjects Data Federator and SAP BusinessObjects Data Services software. These |
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solutions support both SAP and non-SAP software environments. They offer greater support for SAP customers by integrating with SAP NetWeaver BW. In addition, there is deeper integration between SAP BusinessObjects Data Services and the SAP NetWeaver Master Data Management component (SAP NetWeaver MDM) for improved data cleansing. We also delivered application-specific versions of SAP BusinessObjects Data Quality Management software to help customers solve data quality problems with SAP, Informatica, and Siebel applications. With the new version of SAP BusinessObjects Metadata Management software, customers can consolidate metadata to gain visibility into SAP NetWeaver BW objects. They can thus obtain information on data lineage and usage and conduct change impact analyses. |
• | SAP BusinessObjects governance, risk, and compliance (GRC) solutions: We delivered a new version of the SAP BusinessObjects Global Trade Services application that continued the evolution of this product and focused on managing supply chain risk and compliance across all of an organization’s trade processes. Execution of our road map continued with new versions of the SAP BusinessObjects Process Control and SAP BusinessObjects Risk Management applications, built on the SAP NetWeaver technology platform. The process control application offers customers a comprehensive concept with which to realize automated control mechanisms that help them ensure compliance with numerous legal and regulatory requirements. The latest release of the risk management application enables companies to automatically monitor and proactively identify enterprise risks. The combination of these two solutions enables customers to take a risk-based approach to controls. These were our first applications to deliver embedded SAP BusinessObjects BI capabilities through integration with Crystal Reports and Xcelsius software — notably as part of our updating of SAP BusinessObjects Access Control. The first version of the SAP BusinessObjects Sustainability Performance Management application helps organizations define and communicate their sustainability objectives, appropriately manage risks, and report on sustainability performance. It does so by providing a reporting and management framework that enables organizations to focus on driving sustainability performance rather than data collection and report compilation. | |
• | SAP BusinessObjects enterprise performance management (EPM) solutions: The release of SAP BusinessObjects EPM 7.5 delivered the second phase of our five-year road map and included new versions of the SAP BusinessObjects Planning and Consolidation application on both the SAP NetWeaver and Microsoft platforms to help customers streamline their planning, budgeting, and forecasting processes. A new version of the SAP BusinessObjects Strategy Management application was released with new visualization and reporting capabilities enabled by SAP BusinessObjects BI solutions. We enhanced the SAP BusinessObjects Financial Consolidation application with new accounting compliance features and rich integration with SAP ERP and SAP NetWeaver BW to further help companies meet demands for a faster, more accurate financial close process. We also released a new version of the SAP BusinessObjects Profitability and Cost Management application, which helps customers gain more insight into cost drivers and their effect on profitability. A second version of the SAP BusinessObjects Spend Performance Management application was released to help customers identify cost-saving opportunities and identify risk in the supply chain. In February 2009, we delivered the new SAP BusinessObjects XBRL Publishing solution by UBmatrix, designed to help customers meet new regulatory requirements for the electronic communication of financial and business data. Also in February, we launched the SAP BusinessObjects Supply Chain Performance Management application, which continues to extend our performance management vision beyond finance. It helps companies measurably improve supply chain effectiveness, create responsive supply chain networks, and deliver improved cost control. |
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• | SAP NetWeaver Composition Environment: In May 2009, we released the first enhancement package for the SAP NetWeaver Composition Environment offering, which provides a lean, integrated, standards-based development, modeling, and runtime environment. Software developers and technical consultants can use the enhanced composite designer and composite life-cycle management capabilities to improve productivity. As part of this enhancement package, we also delivered the SAP NetWeaver Business Process Management component and the SAP NetWeaver Business Rules Management component — the next generation of tools for increasing process flexibility with new business process management and business rules management capabilities. Business process experts can use these tools to generate a consistent view of core and composite processes for both business and IT. | |
• | SAP NetWeaver Process Integration (SAP NetWeaver PI): With the release of the first enhancement package for SAP NetWeaver Process Integration in May 2009, our customers can now take advantage of Enterprise Services Repository enhancements to improve SOA design governance. SAP NetWeaver PI also supports higher data volumes and centralized administration capabilities. | |
• | SAP NetWeaver Information Lifecycle Management: SAP has delivered a three-pronged approach to information life-cycle management that meets the complex information management needs of today’s organizations: data archiving, which focuses on keeping the growth of data volume in check; retention management, which deals with the life cycle of data from the time it is created until it is destroyed; and a retention warehouse, which addresses the decommissioning of legacy applications and systems. | |
• | SAP NetWeaver Identity Management: In 2009, we released a new version of SAP NetWeaver Identity Management. Key enhancements in this release include integration with SAP BusinessObjects Access Control for compliant user provisioning, standards-based integration (Service Provisioning Markup Language) with SAP Business Suite (employee scenarios) to enable business-driven identity management, identity services to enable access to identity management functions from external applications and SOA environments, and greater integration with the SAP NetWeaver infrastructure including Web Dynpro-based Web user interfaces for more consistentlook-and-feel and easier management. |
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• | In April 2009, SAP and SAP User Group Executive Network (SUGEN) announced the rollout of the SUGEN SAP Enterprise Support program using key performance indicators (KPIs) to define and measure how SAP customers derive value from SAP Enterprise Support. | |
• | In December 2009, SAP announced that the KPIs achieved under the program showed clear value to participating SAP customers. | |
• | In January 2010, SAP announced a tiered support model for customers worldwide. This support offering includes SAP Enterprise Support services and the SAP Standard Support option, and will enable all customers to choose the option that best meets their requirements. |
• | In May, we acquired the assets of Sky Data Systems Inc., a U.S. company. Sky Data Systems specializes in mobile CRM solutions. | |
• | In June, we acquired Clear Standards Inc., a U.S. company. Clear Standards provides enterprise carbon management solutions and helps organizations measure and control greenhouse gas emissions and other environmental impacts across internal operations. The software also supports sustainability reporting. Our objective in extending our product portfolio in the field of sustainability is to help our customers meet the carbon management requirements in this time of increasingly stringent government regulations and public expectations of better transparency. | |
• | In June, we also acquired Highdeal S.A., a French company. Highdeal delivers sophisticated pricing, charging and rating solutions designed to support communication service providers. SAP has integrated the Highdeal solutions in a business process platform that provides customers with a comprehensive real-time transaction management system. | |
• | In September, we acquired a majority of the shares of SAF AG, a Swiss public company. SAF develops ordering and forecasting software for the retail, logistics, and industrial sectors. The company employs an innovative conceptual demand chain management approach that allows the process chain to be controlled and optimized by its central driving force — the customers’ buying behavior. SAP offered SAF shareholders an amount of €11.50 per share, which represents a 9.5% premium according to the XETRA closing price of €10.50 for the SAF share on July 17, 2009, and a 33.9% premium to the volume-weighted average price of the SAF shares in XETRA trading on the Frankfurt Stock Exchange over the three months prior to the offer date. As of September 24, 2009, the aggregate number of SAF shares attributable to SAP amounted to 3,914,041 SAF shares in total; corresponding to approximately 70.67% of the share capital and the voting rights of SAF AG. As of March 10, 2010 the amount of share capital and the voting rights of SAF AG attributable to SAP had not changed significantly. | |
• | In December we acquired the assets of SOALogix, Inc., a U.S. company. SOALogix specializes in packaged software to map information flows between employees, processes, and applications. Its product portfolio includes solutions for integrating industry-specific project management software with SAP applications for portfolio and project management. |
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Ownership | Country of | |||||
Name of Subsidiary | % | Incorporation | Function | |||
Germany | ||||||
SAP Deutschland AG & Co. KG, Walldorf | 100 | Germany | Sales, consulting and training | |||
Rest of EMEA | ||||||
SAP (UK) Limited, Feltham | 100 | Great Britain | Sales, consulting and training | |||
SAP (Schweiz) AG, Biel | 100 | Switzerland | Sales, consulting and training | |||
SAP France S.A., Paris | 100 | France | Sales, consulting and training | |||
United States | ||||||
SAP America, Inc., Newtown Square | 100 | USA | Sales, consulting and training | |||
Rest of Americas | ||||||
SAP Canada Inc., Toronto | 100 | Canada | Sales, consulting, training, and research and development | |||
Japan | ||||||
Sales, consulting, training, | ||||||
SAP JAPAN Co., Ltd., Tokyo | 100 | Japan | and research and development | |||
Rest of APJ | ||||||
SAP Australia Pty Limited, Sydney | 100 | Australia | Sales, consulting and training |
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ITEM 5. | OPERATING AND FINANCIAL REVIEW AND PROSPECTS |
• | the economic conditions that we believe impacted our performance in 2009; | |
• | our outlook for 2009 compared to our actual performance (non-GAAP); | |
• | a discussion of our operating results for 2009 compared to 2008 and for 2008 compared to 2007; |
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• | the economic conditions we believe will impact our performance in 2010; and | |
• | our operational targets for 2010 (non-IFRS). |
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Support | Currency | Non-GAAP | ||||||||||||||||||||||
Revenue Not | Effect on the | Fiancial | ||||||||||||||||||||||
U.S. GAAP | Recorded | Acquisition- | Non-GAAP | Non-GAAP | Measure at | |||||||||||||||||||
Financial | Under U.S. | Related | Financial | Financial | Constant | |||||||||||||||||||
Measure | GAAP | Charges | Measure | Measure | Currency | |||||||||||||||||||
€ millions, except operating margin | ||||||||||||||||||||||||
Software and software-related service revenue | 8,198 | 11 | n/a | 8,209 | −8 | 8,201 | ||||||||||||||||||
Total revenue(1) | 10,672 | 11 | n/a | 10,683 | −19 | 10,664 | ||||||||||||||||||
Operating income(1) | 2,639 | 11 | 264 | 2,915 | 18 | 2,933 | ||||||||||||||||||
Operating margin in % | 24.7 | 0.1 | 2.5 | 27.3 | 0.2 | 27.5 |
(1) | These financial measures are the numerator or the denominator in the calculation of our non-GAAP operating margin and the comparable U.S. GAAP operating margin, and are included in this table for the convenience of the reader. |
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Change | ||||||||||||
2009 | 2008 | 2009 vs 2008 | ||||||||||
€ millions | ||||||||||||
Software revenue | 2,607 | 3,606 | −28 | % | ||||||||
Support revenue | 5,285 | 4,602 | 15 | % | ||||||||
Subscription and other software-related service revenue | 306 | 258 | 19 | % | ||||||||
Software and software-related service revenue | 8,198 | 8,466 | −3 | % | ||||||||
Consulting revenue | 2,074 | 2,498 | −17 | % | ||||||||
Training revenue | 273 | 434 | −37 | % | ||||||||
Other service revenue | 85 | 107 | −21 | % | ||||||||
Professional services and other service revenue | 2,432 | 3,039 | −20 | % | ||||||||
Other revenue | 42 | 70 | −40 | % | ||||||||
Total Revenue | 10,672 | 11,575 | −8 | % |
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Change in % | ||||||||||||
2009 | 2008 | 2009 vs 2008 | ||||||||||
€ millions | ||||||||||||
Germany | 2,029 | 2,193 | −7 | % | ||||||||
Rest of EMEA | 3,614 | 4,013 | −10 | % | ||||||||
Total EMEA | 5,643 | 6,206 | −9 | % | ||||||||
United States | 2,695 | 2,890 | −7 | % | ||||||||
Rest of Americas | 925 | 990 | −7 | % | ||||||||
Total Americas | 3,620 | 3,880 | −7 | % | ||||||||
Japan | 476 | 515 | −8 | % | ||||||||
Rest of APJ | 933 | 974 | −4 | % | ||||||||
Total APJ | 1,409 | 1,489 | −5 | % | ||||||||
Total revenue | 10,672 | 11,575 | −8 | % | ||||||||
Change in % | ||||||||||||
2009 | 2008 | 2009 vs. 2008 | ||||||||||
€ millions | ||||||||||||
Process Industries | 2,008 | 2,367 | −15 | % | ||||||||
Discrete Industries | 2,127 | 2,434 | −13 | % | ||||||||
Consumer Industries | 1,976 | 2,235 | −12 | % | ||||||||
Service Industries | 2,516 | 2,706 | −7 | % | ||||||||
Financial Services | 909 | 774 | 17 | % | ||||||||
Public Services | 1,136 | 1,059 | 7 | % | ||||||||
Total revenue | 10,672 | 11,575 | −8 | % | ||||||||
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Change | ||||||||||||
2009 | 2008 | 2009 vs. 2008 | ||||||||||
€ millions | ||||||||||||
Cost of software and software-related services | −1,714 | −1,743 | −2 | % | ||||||||
Cost of professional services and other services | −1,851 | −2,285 | −19 | % | ||||||||
Research and development | −1,591 | −1,627 | −2 | % | ||||||||
Sales and marketing | −2,199 | −2,546 | −14 | % | ||||||||
General and administration | −564 | −624 | −10 | % | ||||||||
Restructuring | −198 | −60 | >100 | % | ||||||||
Other operating income/expense, net | 33 | 11 | >100 | % | ||||||||
Total operating expenses | −8,084 | −8,874 | −9 | % |
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Change | ||||||||||
2009 | 2008 | 2009 vs. 2008 | ||||||||
€ million, except for operating margin | ||||||||||
Operating profit | 2,588 | 2,701 | −4% | |||||||
Operating Margin in % | 24.3 | 23.3 | 1.0pp |
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Change in % | ||||||||||
Product Segment | 2009 | 2008 | 2009 vs. 2008 | |||||||
€ millions, unless otherwise stated | ||||||||||
External revenue | 7,846 | 8,366 | −6 | |||||||
Segment expenses | −3,120 | −3,655 | −15 | |||||||
Segment contribution | 4,726 | 4,711 | 0 | |||||||
Segment profitability | 60 | % | 56 | % | 4pp |
Change in % | ||||||||||
Consulting Segment | 2009 | 2008 | 2009 vs. 2008 | |||||||
External revenue | 2,499 | 2,824 | −12 | |||||||
Segment expenses | −1,724 | −2,040 | −15 | |||||||
Segment contribution | 775 | 784 | −1 | |||||||
Segment profitability | 31 | % | 28 | % | 3pp |
Change in % | ||||||||||
Training Segment | 2009 | 2008 | 2009 vs. 2008 | |||||||
External revenue | 332 | 525 | −37 | |||||||
Segment expenses | −217 | −300 | −28 | |||||||
Segment contribution | 115 | 225 | −49 | |||||||
Segment profitability | 35 | % | 43 | % | −8pp |
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Change | ||||||||||||
2008 | 2007 | 2008 vs. 2007 | ||||||||||
€ millions | ||||||||||||
Software revenue | 3,606 | 3,407 | 6 | % | ||||||||
Support revenue | 4,602 | 3,852 | 19 | % | ||||||||
Subscription and other software-related service revenue | 258 | 182 | 42 | % | ||||||||
Software and software-related service revenue | 8,466 | 7,441 | 14 | % | ||||||||
Consulting revenue | 2,498 | 2,221 | 12 | % | ||||||||
Training revenue | 434 | 410 | 6 | % | ||||||||
Other service revenue | 107 | 113 | −5 | % | ||||||||
Professional services and other service revenue | 3,039 | 2,744 | 11 | % | ||||||||
Other revenue | 70 | 71 | −1 | % | ||||||||
Total Revenue | 11,575 | 10,256 | 13 | % |
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Change in % | ||||||||||||
2008 | 2007 | 2008 vs. 2007 | ||||||||||
€ millions | ||||||||||||
Germany | 2,193 | 2,005 | 9 | % | ||||||||
Rest of EMEA | 4,013 | 3,387 | 18 | % | ||||||||
Total EMEA | 6,206 | 5,392 | 15 | % | ||||||||
United States | 2,890 | 2,717 | 6 | % | ||||||||
Rest of Americas | 990 | 872 | 14 | % | ||||||||
Total Americas | 3,880 | 3,589 | 8 | % | ||||||||
Japan | 515 | 447 | 15 | % | ||||||||
Rest of APJ | 974 | 828 | 18 | % | ||||||||
Total APJ | 1,489 | 1,275 | 17 | % | ||||||||
Total revenue | 11,575 | 10,256 | 13 | % | ||||||||
Change in % | ||||||||||||
2008 | 2007 | 2008 vs. 2007 | ||||||||||
€ millions | ||||||||||||
Process Industries | 2,367 | 2,143 | 10 | % | ||||||||
Discrete Industries | 2,434 | 2,224 | 9 | % | ||||||||
Consumer Industries | 2,235 | 1,952 | 14 | % | ||||||||
Service Industries | 2,706 | 2,372 | 14 | % | ||||||||
Financial Services | 774 | 679 | 14 | % | ||||||||
Public Services | 1,059 | 886 | 20 | % | ||||||||
Total revenue | 11,575 | 10,256 | 13 | % | ||||||||
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Change | ||||||||||||
2008 | 2007 | 2008 vs. 2007 | ||||||||||
€ millions | ||||||||||||
Cost of software and software-related services | −1,743 | −1,350 | 29 | % | ||||||||
Cost of professional services and other services | −2,285 | −2,091 | 9 | % | ||||||||
Research and development | −1,627 | −1,461 | 11 | % | ||||||||
Sales and marketing | −2,546 | −2,173 | 17 | % | ||||||||
General and administration | −624 | −499 | 25 | % | ||||||||
Restructuring | −60 | −2 | >100 | % | ||||||||
Other operating income/expense, net | 11 | 18 | −39 | % | ||||||||
Total operating expenses | −8,874 | −7,558 | 17 | % |
Change | ||||||||||
2008 | 2007 | 2008 vs. 2007 | ||||||||
€ million, except for operating margin | ||||||||||
Operating profit | 2,701 | 2,698 | 0% | |||||||
Operating Margin in % | 23.3 | 26.3 | −3.0pp |
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Change in % | ||||||||||
Product Segment | 2008 | 2007 | 2008 vs. 2007 | |||||||
€ millions, unless otherwise stated | ||||||||||
External revenue | 8,366 | 7,369 | 14 | |||||||
Segment expenses | −3,655 | −3,062 | 19 | |||||||
Segment contribution | 4,711 | 4,307 | 9 | |||||||
Segment profitability | 56 | % | 58 | % | −2pp |
Change in % | ||||||||||
Consulting Segment | 2008 | 2007 | 2008 vs. 2007 | |||||||
External revenue | 2,824 | 2,369 | 19 | |||||||
Segment expenses | −2,040 | −1,738 | 17 | |||||||
Segment contribution | 784 | 631 | 24 | |||||||
Segment profitability | 28 | % | 27 | % | 1pp |
Change in % | ||||||||||
Training Segment | 2008 | 2007 | 2008 vs. 2007 | |||||||
External revenue | 525 | 493 | 6 | |||||||
Segment expenses | −300 | −284 | 6 | |||||||
Segment contribution | 225 | 209 | 8 | |||||||
Segment profitability | 43 | % | 42 | % | 1pp |
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• | We expect non-IFRS software and software-related service revenue to increase in the range 4% to 8% at constant currencies in 2010 (2009: €8.2 billion). | |
• | We expect the non-IFRS operating margin to be in the range 30% to 31% at constant currencies in 2010 (2009: 27.4%). | |
• | We project a corresponding increase in our operating profit. | |
• | We project an effective tax rate of 27.5% to 28.5% (based on IFRS) for 2010 (2009: 28.1%). | |
• | If the Annual General Meeting of Shareholders so resolves, in 2010 we will pay a dividend that provides a payout ratio of approximately 34%. | |
• | Excepting acquisitions, our planned capital expenditures for 2010 will be covered in full by operating cash flow and will chiefly be spent on completing new office buildings at various locations as well as on IT equipment. |
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2009 | 2008 | Change in % | ||||||||||
€ millions | ||||||||||||
Cash and cash equivalents | 1,884 | 1,280 | 47 | |||||||||
Current investments(1) | 400 | 382 | 5 | |||||||||
Total group liquidity(2) | 2,284 | 1,662 | 37 | |||||||||
Current bank loans | 4 | 2,319 | −100 | |||||||||
Non-current bank loans | 699 | 2 | >100 | |||||||||
Total financial debt | 703 | 2,321 | −70 | |||||||||
Total net group liquidity/debt | 1,581 | −659 | >100 |
(1) | Current investments are included within other financial assets on the statement of financial position. | |
(2) | Total group liquidity mainly consisted of amounts held in U.S. dollars (approximately €153 million) and in euro (approximately €1,532 million) as of December 31, 2009. |
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Years Ended December 31, | Change in % | Change in % | ||||||||||||||||||
2009 | 2008 | 2007 | 2009 vs. 2008 | 2008 vs. 2007 | ||||||||||||||||
€ millions | ||||||||||||||||||||
Net cash provided by operating activities | 3,015 | 2,158 | 1,932 | 40 | 12 | |||||||||||||||
Net cash used in investing activities | −299 | −3,766 | −1,391 | −92 | >100 | |||||||||||||||
Net cash provided by/(used in) financing activities | −2,166 | 1,281 | −1,287 | >−100 | >100 |
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Payments due by period | ||||||||||||||||||||
Less than | More than | |||||||||||||||||||
Contractual obligations | Total | 1 year | 1-3 years | 3-5 years | 5 years | |||||||||||||||
€ millions | ||||||||||||||||||||
Short-term debt obligations(1) | 4 | 4 | 0 | 0 | 0 | |||||||||||||||
Long-term debt obligations(1) | 778 | 23 | 464 | 291 | 0 | |||||||||||||||
Operating lease obligations(2) | 727 | 221 | 243 | 131 | 132 | |||||||||||||||
Purchase obligations(3) | 247 | 192 | 45 | 8 | 2 | |||||||||||||||
Other long-term liabilities reflected on the statement of financial positions(4) | 77 | 0 | 55 | 0 | 22 | |||||||||||||||
Total | 1,833 | 440 | 807 | 430 | 156 |
(1) | This represents bank loans and interest thereon. | |
(2) | See Note 23 to our consolidated financial statements for additional information about operating lease obligations and the related rental expense. | |
(3) | Purchase obligations represent agreements to purchase goods or services that are enforceable and legally binding on us that specify all significant terms, including: fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction. The outstanding obligations include the construction of facilities, office equipment and car purchase commitments, food and security services and other facility commitments. | |
Our expected contributions to our pension and other post employment benefit plans are not included in the table above. We expect to contribute in 2010 statutory minimum and discretionary amounts of €1 million to our German defined benefit plans and €31 million to our foreign defined benefit plans, all of which are expected to be paid as cash contributions. Our contributions to our German and foreign defined contribution plans have ranged from €91 million to €132 million in 2007 through 2009; we expect similar contributions to be made in 2010. See Note 19a to our Consolidated Financial Statements for additional information on estimated future pension benefits to be paid. | ||
(4) | Amounts mainly consist of employee-related liabilities (€12 million) derivatives (€27 million) and deferred rent (€33 million). Not included in the table are non-current tax payables of €239 million, which include provisions for uncertainties in income taxes. Other noncurrent liabilities on the statement of financial position such as pension and other post employment |
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benefit liabilities, deferred compensation, deferred income and deferred tax liabilities are not included in this table. For additional information on liabilities see Notes 18 and 19b to our Consolidated Financial Statements. |
• | revenue recognition; | |
• | valuation of trade receivable; | |
• | accounting for share-based compensation; | |
• | accounting for income tax; | |
• | business combinations; |
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• | subsequent accounting for goodwill and other intangibles; | |
• | accounting for legal contingencies; and | |
• | recognition of internally generated intangible assets from development. |
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ITEM 6. | DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES |
Year | Year | |||||||||||||
First | Term | |||||||||||||
Name | Age | Principal Occupation | Elected | Expires | ||||||||||
Prof. Dr. h.c. mult. Hasso Plattner, Chairman(1)(2)(4)(6)(7)(8)(11) | 66 | Chairman of the Supervisory Board | 2003 | 2012 | ||||||||||
Pekka Ala-Pietilä(1)(7)(8)(11) | 53 | Co-founder and CEO Blyk Ltd. | 2002 | 2012 | ||||||||||
Prof. Dr. Wilhelm Haarmann(1)(2)(4)(5) | 59 | Attorney at Law, Certified Public Auditor and Certified Tax Advisor; HAARMANN Partnerschaftsgesellschaft, Rechtsanwälte, Steuerberater, Wirtschaftsprüfer | 1988 | 2012 | ||||||||||
Bernard Liautaud(7)(12) | 47 | General Partner, Balderton Capital | 2008 | 2012 | ||||||||||
Dr. h.c. Hartmut Mehdorn(1)(5)(6) | 67 | Independent Consultant | 1998 | 2012 | ||||||||||
Prof. Dr.-Ing. Dr. h.c. mult. Dr.-Ing. E.h. mult. Joachim Milberg(1)(2)(3)(4)(7)(8) | 66 | Chairman of the Supervisory Board of BMW AG | 2007 | 2012 | ||||||||||
Dr. Erhard Schipporeit(1)(3)(10)(11) | 61 | Management Consultant | 2005 | 2012 | ||||||||||
Prof. Dr.-Ing. Dr.-Ing. E.h. Klaus Wucherer(1)(7) | 65 | Managing Director of Dr. Klaus Wucherer Innovations- und Technologieberatung GmbH | 2007 | 2012 | ||||||||||
Lars Lamadé, Vice Chairman(4)(6)(9) | 38 | Employee, Project Manager Service & Support | 2002 | 2012 | ||||||||||
Thomas Bamberger(3)(9) | 42 | Employee, Chief Operating Officer Global Service & Support | 2007 | 2012 | ||||||||||
Panagiotis Bissiritsas(2)(5)(9) | 41 | Employee, Support Expert | 2007 | 2012 | ||||||||||
Willi Burbach(4)(7)(9) | 47 | Employee, Developer | 1993 | 2012 | ||||||||||
Peter Koop(4)(7)(9) | 43 | Employee, Industry Business Development Expert | 2007 | 2012 | ||||||||||
Christiane Kuntz-Mayr(7)(13) | 47 | Employee, Deputy Chairperson of the Works Council of SAP AG | 2009 | 2012 | ||||||||||
Dr. Gerhard Maier(2)(3)(9) | 56 | Employee, Development Project Manager | 1989 | 2012 | ||||||||||
Stefan Schulz(5)(6)(7)(9) | 40 | Employee, Development Project Manager | 2002 | 2012 |
(1) | Elected by SAP AG’s shareholders on May 10, 2007. | |
(2) | Member of the Compensation Committee. | |
(3) | Member of the Audit Committee. | |
(4) | Member of the General Committee. | |
(5) | Member of the Finance and Investment Committee. | |
(6) | Member of the Mediation Committee. | |
(7) | Member of the Technology and Strategy Committee. | |
(8) | Member of the Nomination Committee. | |
(9) | Elected by SAP AG’s employees on April 23, 2007. | |
(10) | Member of the Audit Committee and determined to be the Audit Committee financial expert. |
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(11) | Member of the Special Committee. | |
(12) | Elected by SAP AG’s shareholders on June 3, 2008, replaced August-Wilhelm Scheer who resigned from the Supervisory Board on the same day. | |
(13) | Replaced Helga Classen who left the Supervisory Board on December 31, 2008. |
Year First | Year Current | |||||||
Name | Appointed | Term Expires | ||||||
Bill McDermott, Co-CEO | 2008 | 2012 | ||||||
Jim Hagemann Snabe, Co-CEO | 2008 | 2012 | ||||||
Dr. Werner Brandt | 2001 | 2013 | ||||||
Gerhard Oswald | 1996 | 2011 | ||||||
Vishal Sikka | 2010 | 2012 |
• | Claus Heinrich left SAP on May 31, 2009. | |
• | On June 1, 2009 Léo Apotheker became the sole CEO as Henning Kagermann retired from SAP as planned on May 31, 2009. | |
• | In February 2010, Léo Apotheker resigned as a member of the Executive Board and CEO. | |
• | In February 2010, Bill McDermott and Jim Hagemann Snabe became Co-CEOs, succeeding Léo Apotheker. | |
• | In February 2010, Vishal Sikka became a member of the Executive Board. | |
• | In February 2010, John Schwarz resigned as a member of the Executive Board. | |
• | In February 2010, Gerhard Oswald became COO replacing Erwin Gunst who stepped down. |
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• | The fixed element is paid as a monthly salary. | |
• | The amount of performance-related compensation to be paid out in respect of 2009 depended on the SAP Group’s achievement of its targets for (non-GAAP) operating margin, (non-GAAP) operating income, and the cash-flow conversion ratio (U.S. GAAP). | |
• | On February 11, 2010, the Supervisory Board assessed SAP’s performance against the agreed targets and determined how much performance-related compensation was payable. The payment will be made after the Annual General Meeting of Shareholders in June 2010. | |
• | The regular form of share-based compensation was the issue of virtual stock options under the terms of the 2009 stock option plan (SOP Performance Plan 2009). The terms and details of the SOP Performance Plan 2009 are described in Note 28 in theNotes to Consolidated Financial Statementssection. |
Regular | ||||||||||||||||||||
Performance-Related | Long-Term | |||||||||||||||||||
Fixed Elements | Element | Incentive Elements | ||||||||||||||||||
Directors’ | Share-Based | |||||||||||||||||||
Profit- | Compensation | |||||||||||||||||||
Salary | Other(1) | Sharing | (SAP SOP 2009)(2) | Total | ||||||||||||||||
€ (000) | ||||||||||||||||||||
Prof. Dr. Henning Kagermann (Co-CEO and Member until May 31, 2009) | 312.5 | 7.4 | 2,026.2 | — | 2,346.1 | |||||||||||||||
Léo Apotheker (Co-CEO) | 750.0 | 137.3 | 4,862.8 | 950.0 | 6,700.1 | |||||||||||||||
Dr. Werner Brandt | 455.0 | 19.1 | 2,950.1 | 577.0 | 4,001.2 | |||||||||||||||
Erwin Gunst | 455.0 | 36.0 | 2,950.1 | 577.0 | 4,018.1 | |||||||||||||||
Prof. Dr. Claus E. Heinrich (until May 31, 2009) | 189.6 | 9.3 | 658.8 | — | 857.7 | |||||||||||||||
Bill McDermott(3) | 900.4 | 74.9 | 2,776.7 | 577.0 | 4,329.0 | |||||||||||||||
Gerhard Oswald | 455.0 | 437.5 | 2,950.1 | 577.0 | 4,419.6 | |||||||||||||||
John Schwarz(4) | 581.5 | 28.2 | 2,910.7 | 577.0 | 4,097.4 | |||||||||||||||
Jim Hagemann Snabe | 455.0 | 131.1 | 2,950.1 | 577.0 | 4,113.2 | |||||||||||||||
Total | 4,554.0 | 880.8 | 25,035.6 | 4,412.0 | 34,882.4 | |||||||||||||||
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(1) | Insurance contributions, benefits in kind, expenses for maintenance of two households due to work abroad, reimbursement legal and tax advice fees, leave compensation | |
(2) | Fair value at the time of allocation | |
(3) | Includes discrete payments arising through application of the fixed exchange-rate clause to the following items: salary for 2008: € 29,600; profit-sharing bonus for 2008: €53,200; salary for 2009: € 47,500; profit-sharing bonus for 2009: € 91,900 | |
(4) | Includes discrete payments arising through application of the fixed exchange-rate clause to the following items: salary for 2009: € 5,000; profit-sharing bonus for 2009: €29,000 |
2009 Allocations | ||||||||||||||||||||||||||||
Total Fair | ||||||||||||||||||||||||||||
Value of | ||||||||||||||||||||||||||||
Long-Term | ||||||||||||||||||||||||||||
Fair Value | Incentive | Fair Value | ||||||||||||||||||||||||||
per Right | Elements | per Right on | Total Value on | |||||||||||||||||||||||||
at Time of | at Time of | Dec. 31, | Dec. 31, | |||||||||||||||||||||||||
Quantity | Grant | Grant | 2009 | 2009 | ||||||||||||||||||||||||
€ | €(000) | € | €(000) | |||||||||||||||||||||||||
Prof. Dr. Henning Kagermann (CEO and Member until May 31, 2009)(1) | — | — | — | — | — | |||||||||||||||||||||||
Léo Apotheker (Co-CEO) | 169,040 | 5.62 | 950.0 | 4.89 | 275.5 | |||||||||||||||||||||||
Dr. Werner Brandt | 102,670 | 5.62 | 577.0 | 4.89 | 167.4 | |||||||||||||||||||||||
Erwin Gunst | 102,670 | 5.62 | 577.0 | 4.89 | 167.4 | |||||||||||||||||||||||
Prof. Dr. Claus E. Heinrich(1) | — | — | — | — | — | |||||||||||||||||||||||
Bill McDermott | 102,670 | 5.62 | 577.0 | 4.89 | 167.4 | |||||||||||||||||||||||
Gerhard Oswald | 102,670 | 5.62 | 577.0 | 4.89 | 167.4 | |||||||||||||||||||||||
John Schwarz | 102,670 | 5.62 | 577.0 | 4.89 | 167.4 | |||||||||||||||||||||||
Jim Hagemann Snabe | 102,670 | 5.62 | 577.0 | 4.89 | 167.4 | |||||||||||||||||||||||
Total | 785,060 | 4,412.0 | 1,279.9 | |||||||||||||||||||||||||
1) | Retired May 31, 2009. No allocations in 2009. |
Performance- | Regular Long-Term | |||||||||||||||||||
Related | Incentive Elements | |||||||||||||||||||
Element | Share-Based | |||||||||||||||||||
Fixed Elements | Directors’ | Compensation | ||||||||||||||||||
Salary | Other(1) | Profit-Sharing | (SAP SOP 2007)(2) | Total | ||||||||||||||||
€(000) | ||||||||||||||||||||
Prof. Dr. Henning Kagermann (Co-CEO and member until May 31, 2009) | 750.0 | 15.7 | 2,606.1 | 948.4 | 4,320.2 | |||||||||||||||
Léo Apotheker (Co-CEO) | 687.5 | 334.5 | 2,388.9 | 632.3 | 4,043.2 | |||||||||||||||
Dr. Werner Brandt | 455.0 | 23.5 | 1,581.0 | 577.3 | 2,636.8 | |||||||||||||||
Erwin Gunst(3) | 227.5 | 18.1 | 790.5 | — | 1,036.1 | |||||||||||||||
Prof. Dr. Claus E. Heinrich | 455.0 | 19.8 | 1,581.0 | 577.3 | 2,633.1 | |||||||||||||||
Bill McDermott(3) | 395.2 | 142.4 | 631.3 | — | 1,168.9 | |||||||||||||||
Gerhard Oswald | 455.0 | 627.9 | 1,581.0 | 577.3 | 3,241.2 | |||||||||||||||
John Schwarz(4) | 424.9 | 14.3 | 1,295.2 | 577.3 | 2,311.7 | |||||||||||||||
Jim Hagemann Snabe(3) | 227.5 | 22.3 | 790.5 | — | 1,040.3 | |||||||||||||||
Dr. Peter Zencke (member until Dec. 31, 2008) | 455.0 | 27.8 | 1,581.0 | 577.3 | 2,641.1 | |||||||||||||||
Total | 4,532.6 | 1,246.3 | 14,826.5 | 4,467.2 | 25,072.6 | |||||||||||||||
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(1) | Insurance contributions, benefits in kind, expenses for maintenance of two households due to work abroad, compensation from seats on other governing bodies in the SAP Group, reimbursement of legal fees. | |
(2) | Fair value at the time of allocation. | |
(3) | Member of the Executive Board from July 1, 2008. (The table shows compensation since that date.) | |
(4) | Member of the Executive Board from March 1, 2008. (The table shows compensation since that date.) |
2008 Allocations | ||||||||||||||||||||
Total Fair | ||||||||||||||||||||
Value of | ||||||||||||||||||||
Long-Term | ||||||||||||||||||||
Fair Value | Incentive | Fair Value | ||||||||||||||||||
per Right | Elements | per Right on | Total Value on | |||||||||||||||||
at Time of | at Time of | Dec. 31, | Dec. 31, | |||||||||||||||||
Quantity | Grant | Grant | 2008 | 2008 | ||||||||||||||||
€ | €(000) | € | €(000) | |||||||||||||||||
Prof. Dr. Henning Kagermann (Co-CEO and Member until May 31, 2009)(3) | 133,396 | 7.11 | 948.4 | 4.67 | 623.0 | |||||||||||||||
Léo Apotheker (Co-CEO) | 88,933 | 7.11 | 632.3 | 4.67 | 415.3 | |||||||||||||||
Dr. Werner Brandt | 81,200 | 7.11 | 577.3 | 4.67 | 379.2 | |||||||||||||||
Erwin Gunst(1) | — | — | — | — | — | |||||||||||||||
Prof. Dr. Claus E. Heinrich(4) | 81,200 | 7.11 | 577.3 | 4.67 | 379.2 | |||||||||||||||
Bill McDermott(1) | — | — | — | — | — | |||||||||||||||
Gerhard Oswald | 81,200 | 7.11 | 577.3 | 4.67 | 379.2 | |||||||||||||||
John Schwarz(2) | 81,200 | 7.11 | 577.3 | 4.67 | 379.2 | |||||||||||||||
Jim Hagemann Snabe(1) | — | — | — | — | — | |||||||||||||||
Dr. Peter Zencke(5) | 81,200 | 7.11 | 577.3 | 4.67 | 379.2 | |||||||||||||||
Total | 628,329 | 4,467.2 | 2,934.3 | |||||||||||||||||
(1) | Member of the Executive Board from July 1, 2008. (No allocations since that date.) | |
(2) | Member of the Executive Board from March 1, 2008. (The table shows allocations since that date.) | |
(3) | Retired May 31, 2009. Subject to expiration of term, options remain open under a two-year grace period. | |
(4) | Retired May 31, 2009. The options can be exercised until end of term. | |
(5) | Retired December 31, 2008. The options can be exercised until end of term. |
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• | Léo Apotheker’s agreement provides only for a retirement pension, but not for a surviving dependant’s or disability pension. The pension contribution reflects his participation in the French social security system in that the employer contributions paid by SAP under the French social insurance plan are deducted from it. | |
• | Henning Kagermann’s rights to retirement pension benefits were increased by further annual contributions because he remained a member of the Executive Board after his 60th birthday until his retirement on May 31, 2009. | |
• | Bill McDermott has rights to future benefits under the pension plan of SAP America. The pension plan of SAP America is a cash balance plan that on retirement provides either monthly pension payments or a lump sum. The pension becomes available from the beneficiary’s 65th birthday. Subject to certain conditions, the plan also provides earlier payment or invalidity benefits. SAP also made contributions to a third-party pension plan for Bill McDermott. In 2009, SAP paid contributions totaling €199,600 (2008: €474,500). SAP’s contributions reflect Bill McDermott’s payments into this pension plan. The SAP America pension plan closed with effect from January 1, 2009. Interest continues to be paid on the earned rights to benefits. In view of these circumstances, SAP adjusted its payments to a non-SAP pension plan. | |
• | Instead of paying for entitlements under the pension plan for Executive Board members, SAP pays equivalent amounts to a non-SAP pension plan for Jim Hagemann Snabe. In 2009, SAP paid contributions totaling €108,400 (2008: €92,100). | |
• | SAP made no retirement pension plan contributions in respect of John Schwarz in 2008 and 2009. |
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Prof. Dr. | ||||||||||||||||||||||||||||||||||||||||
Henning | Léo | Prof. Dr. | ||||||||||||||||||||||||||||||||||||||
Kagermann | Apotheker | Dr. Werner | Claus E. | Bill | Gerhard | |||||||||||||||||||||||||||||||||||
(Co-CEO)(2) | (Co-CEO) | Brandt | Erwin Gunst(1) | Heinrich3) | McDermott | Oswald | Total | |||||||||||||||||||||||||||||||||
€(000) | ||||||||||||||||||||||||||||||||||||||||
PBO January 1, 2008 | 5,865.2 | 422.5 | 613.7 | 280.3 | 2,730.9 | 588.4 | 3,014.8 | 13,515.8 | ||||||||||||||||||||||||||||||||
Less plan assets market value January 1, 2008 | 5,228.0 | 630.4 | 510.7 | 272.9 | 2,028.7 | 45.0 | 2,316.4 | 11,032.1 | ||||||||||||||||||||||||||||||||
Accrued January 1, 2008 | 637.2 | −207.9 | 103.0 | 7.4 | 702.2 | 543.4 | 698.4 | 2,483.7 | ||||||||||||||||||||||||||||||||
PBO change in 2008 | −277.2 | 17.3 | 88.1 | 108.9 | 81.0 | 366.6 | 84.3 | 469.0 | ||||||||||||||||||||||||||||||||
Plan assets change in 2008 | 277.2 | 28.4 | 113.3 | −224.8 | 282.6 | −11.7 | 320.2 | 785.2 | ||||||||||||||||||||||||||||||||
PBO December 31, 2008 | 5,588.0 | 439.8 | 701.8 | 389.2 | 2,811.9 | 955.0 | 3,099.1 | 13,984.8 | ||||||||||||||||||||||||||||||||
Less plan assets market value December 31, 2008 | 5,505.2 | 658.8 | 624.0 | 48.1 | 2,311.3 | 33.3 | 2,636.6 | 11,817.3 | ||||||||||||||||||||||||||||||||
Accrued December 31, 2008 | 82.8 | −219.0 | 77.8 | 341.1 | 500.6 | 921.7 | 462.5 | 2,167.5 | ||||||||||||||||||||||||||||||||
PBO change in 2009 | 317.4 | 88.4 | 201.0 | 92.0 | −58.0 | 3.1 | 527.1 | 1,171.0 | ||||||||||||||||||||||||||||||||
Plan assets change in 2009 | 255.0 | 29.2 | 31.1 | 97.4 | 436.2 | 9.2 | 237.6 | 1,095.7 | ||||||||||||||||||||||||||||||||
PBO December 31, 2009 | 5,905.4 | 528.2 | 902.8 | 481.2 | 2,753.9 | 958.1 | 3,626.2 | 15,155.8 | ||||||||||||||||||||||||||||||||
Less plan assets market value December 31, 2009 | 5,760.2 | 688.0 | 655.1 | 145.5 | 2,747.5 | 42.5 | 2,874.2 | 12,913.0 | ||||||||||||||||||||||||||||||||
Accrued December 31, 2009 | 145.2 | −159.8 | 247.7 | 335.7 | 6.4 | 915.6 | 752.0 | 2,242.8 | ||||||||||||||||||||||||||||||||
(1) | When Erwin Gunst joined the Executive Board and his employment with SAP’s Switzerland affiliate ended, his vested plan funds were transferred to an external vested benefits account. | |
(2) | Member of Executive Board and Co-CEO until May 31, 2009 | |
(3) | Member of Executive Board until May 31, 2009 |
Vested on | Vested on | |||||||
December 31, | December 31, | |||||||
2009 | 2008 | |||||||
€(000) | ||||||||
Prof. Dr. Henning Kagermann(2) | 340.4(1 | ) | 334.9(1 | ) | ||||
Léo Apotheker (Co-CEO) | 45.5 | 45.5 | ||||||
Dr. Werner Brandt | 54.1 | 48.0 | ||||||
Erwin Gunst | 34.4 | 32.8 | ||||||
Prof. Dr. Claus E. Heinrich(3) | 189.7 | 186.1 | ||||||
Bill McDermott | 124.2 | 121.8 | ||||||
Gerhard Oswald | 208.4 | 201.2 |
(1) | Due to the extension of Henning Kagermann’s contract beyond his 60th birthday, these values represent the retirement pension entitlement that he received after his current Executive Board contract expired on May 31, 2009, based on the entitlements vested on May 31, 2009, and on December 31, 2008, respectively. |
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(2) | Member of Executive Board and Co-CEO until May 31, 2009 | |
(3) | Member of Executive Board until May 31, 2009 |
• | Henning Kagermann receives monthly abstention compensation of €163,200, corresponding to 50% of his final average contractual compensation, in consideration of an agreed12-month postcontractual noncompete period. | |
• | He receives a monthly retirement pension of €28,400. | |
• | Upon termination of his employment contract, Henning Kagermann received compensation for unused leave totaling €1,199,400. |
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• | Claus Heinrich received a payment of €4,120,600 in relation to the early termination of his contract, in accordance with the agreements on payments for early termination. | |
• | Upon termination of his employment contract, Claus Heinrich received compensation for unused leave totaling €235,800. | |
• | The terms of the stock-based compensation plan notwithstanding, it was agreed that Claus Heinrich may exercise his rights pertaining to allocations under SAP SOP 2007 without limitation until they expire. | |
• | We have set aside the postcontractual noncompete provisions in his contract. |
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Fair Value | ||||||||||||||||||||
Holding on | Fair Value | per Unit on | Accrual on | |||||||||||||||||
Year | December 31, | per Unit at | December 31, | December 31, | ||||||||||||||||
Granted | 2009 | Time of Grant | 2009 | 2009 | ||||||||||||||||
Quantity of | € | € | €(000) | |||||||||||||||||
Options | ||||||||||||||||||||
Prof. Dr. Henning Kagermann (Co-CEO until May 31, 2009)(1) | 2009 | — | — | — | — | |||||||||||||||
Léo Apotheker (Co-CEO) | 2009 | 169,040 | 5.62 | 4.89 | 275.5 | |||||||||||||||
Dr. Werner Brandt | 2009 | 102,670 | 5.62 | 4.89 | 167.4 | |||||||||||||||
Erwin Gunst | 2009 | 102,670 | 5.62 | 4.89 | 167.4 | |||||||||||||||
Prof. Dr. Claus E. Heinrich(1) | 2009 | — | — | — | — | |||||||||||||||
Bill McDermott | 2009 | 102,670 | 5.62 | 4.89 | 167.4 | |||||||||||||||
Gerhard Oswald | 2009 | 102,670 | 5.62 | 4.89 | 167.4 | |||||||||||||||
John Schwarz | 2009 | 102,670 | 5.62 | 4.89 | 167.4 | |||||||||||||||
Jim Hagemann Snabe | 2009 | 102,670 | 5.62 | 4.89 | 167.4 | |||||||||||||||
Total | 785,060 | 1,279.9 | ||||||||||||||||||
(1) | Retired May 31, 2009. No allocations in 2009. |
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Fair Value | ||||||||||||||||||||
Holding on | Fair Value | per Unit on | Accrual on | |||||||||||||||||
Year | December 31, | per Unit at | December 31, | December 31, | ||||||||||||||||
Granted | 2009 | Time of Grant | 2009 | 2009 | ||||||||||||||||
Quantity of | € | € | €(000) | |||||||||||||||||
Options | ||||||||||||||||||||
Prof. Dr. Henning Kagermann (Co-CEO until May 31, 2009)(3) | 2007 | 118,637 | 8.00 | 3.09 | 366.6 | |||||||||||||||
2008 | 133,396 | 7.11 | 5.21 | 637.0 | ||||||||||||||||
Léo Apotheker (Co-CEO) | 2007 | 79,093 | 8.00 | 3.09 | 244.4 | |||||||||||||||
2008 | 88,933 | 7.11 | 5.21 | 424.7 | ||||||||||||||||
Dr. Werner Brandt | 2007 | 72,216 | 8.00 | 3.09 | 223.1 | |||||||||||||||
2008 | 81,200 | 7.11 | 5.21 | 387.8 | ||||||||||||||||
Erwin Gunst(1) | 2007 | 56,258 | 8.00 | 3.09 | 173.8 | |||||||||||||||
2008 | 70,284 | 7.11 | 5.21 | 335.7 | ||||||||||||||||
Prof. Dr. Claus E. Heinrich(4) | 2007 | 72,216 | 8.00 | 3.09 | 223.1 | |||||||||||||||
2008 | 81,200 | 7.11 | 5.21 | 387.8 | ||||||||||||||||
Bill McDermott(1) | 2007 | 62,508 | 8.00 | 3.09 | 193.1 | |||||||||||||||
2008 | 70,284 | 7.11 | 5.21 | 335.7 | ||||||||||||||||
Gerhard Oswald | 2007 | 72,216 | 8.00 | 3.09 | 223.1 | |||||||||||||||
2008 | 81,200 | 7.11 | 5.21 | 387.8 | ||||||||||||||||
John Schwarz(2) | 2007 | — | — | — | — | |||||||||||||||
2008 | 81,200 | 7.11 | 5.21 | 387.8 | ||||||||||||||||
Jim Hagemann Snabe(1) | 2007 | 37,505 | 8.00 | 3.09 | 115.9 | |||||||||||||||
2008 | 56,228 | 7.11 | 5.21 | 268.5 | ||||||||||||||||
Total | 1,314,574 | 5,315.9 | ||||||||||||||||||
(1) | Member from July 1, 2008. The holding was allocated before appointment to the Executive Board. | |
(2) | Member from March 1, 2008. Only allocations since appointment to the Executive Board are shown. | |
(3) | Retired May 31, 2009. Subject to expiration of term, options remain open under a two-year grace period. | |
(4) | Retired May 31, 2009. The options can be exercised until end of term. |
• | If market capitalization does not increase by 50% or more, the Executive Board will not receive a payout. | |
• | If market capitalization increases by more than 50% but less than 100%, target achievement will be measured progressively. | |
• | If SAP’s market capitalization increases not less than twofold during the said period, the Executive Board will receive a payout of €100 million. |
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Fair Value per | ||||||||||||||||
Original | Fair Value per | Unit on | Accrual on | |||||||||||||
Quantity | Unit at Time of | December 31, | December 31, | |||||||||||||
Granted | Grant | 2009 | 2009 | |||||||||||||
Number of | € | € | €(000) | |||||||||||||
Rights | ||||||||||||||||
Prof. Dr. Henning Kagermann (Co-CEO until May 31, 2009)(2) | 188,182 | 24.87 | 0.15 | 22.4 | ||||||||||||
Léo Apotheker (Co-CEO) | 125,455 | 24.87 | 0.15 | 14.9 | ||||||||||||
Dr. Werner Brandt | 62,727 | 24.87 | 0.15 | 7.5 | ||||||||||||
Erwin Gunst(1) | 28,815 | 14.02 | 0.15 | 3.4 | ||||||||||||
Prof. Dr. Claus E Heinrich(2) | 62,727 | 24.87 | 0.15 | 7.5 | ||||||||||||
Bill McDermott(1) | 45,345 | 14.02 | 0.15 | 5.4 | ||||||||||||
Gerhard Oswald | 62,727 | 24.87 | 0.15 | 7.5 | ||||||||||||
Jim Hagemann Snabe(1) | 17,290 | 14.02 | 0.15 | 2.0 | ||||||||||||
Total | 593,268 | 70.6 | ||||||||||||||
(1) | Member from July 1, 2008. These rights were allocated before appointment to the Executive Board. | |
(2) | Retired May 31, 2009. Subject to expiration of term, options remain open under a two-year grace period. |
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Holding on | Rights | Holding on | ||||||||||||||||||||||||||||||||||
January 1, 2009 | Exercised | Forfeited | December 31, 2009 | |||||||||||||||||||||||||||||||||
Remaining | in 2009 | Price on | Shares(2) | Remaining | ||||||||||||||||||||||||||||||||
Year | Strike Price | Quantity | Term in | Quantity of | Exercise | Quantity of | Quantity of | Term in | ||||||||||||||||||||||||||||
Granted | per Share | of Shares | Years | Shares | Day | Shares | Shares | Years | ||||||||||||||||||||||||||||
€ | ||||||||||||||||||||||||||||||||||||
Prof. Dr. Henning Kagermann (Co-CEO and Member until May 31, 2009)(3) | 2004 | (2) | 37.50 | 200,000 | 0.13 | — | — | 200,000.00 | — | — | ||||||||||||||||||||||||||
2005 | 33.55 | 267,820 | 1.11 | — | — | — | 267,820 | 0.11 | ||||||||||||||||||||||||||||
2006 | 46.48 | 143,404 | 2.10 | — | — | — | 143,404 | 1.10 | ||||||||||||||||||||||||||||
Léo Apotheker (Co-CEO) | 2004 | (2) | 37.50 | 112,000 | 0.13 | — | — | 112,000 | — | — | ||||||||||||||||||||||||||
2005 | 33.55 | 149,980 | 1.11 | — | — | — | 149,980 | 0.11 | ||||||||||||||||||||||||||||
2006 | 46.48 | 95,604 | 2.10 | — | — | — | 95,604 | 1.10 | ||||||||||||||||||||||||||||
Dr. Werner Brandt | 2004 | (2) | 37.50 | 112,000 | 0.13 | — | — | 112,000 | — | — | ||||||||||||||||||||||||||
2005 | 33.55 | 149,980 | 1.11 | — | — | — | 149,980 | 0.11 | ||||||||||||||||||||||||||||
2006 | 46.48 | 87,292 | 2.10 | — | — | — | 87,292 | 1.10 | ||||||||||||||||||||||||||||
Erwin Gunst(1) | 2005 | 33.55 | 61,264 | 1.11 | — | — | — | 61,264 | 0.11 | |||||||||||||||||||||||||||
2006 | 46.48 | 44,596 | 2.10 | — | — | — | 44,596 | 1.10 | ||||||||||||||||||||||||||||
Prof. Dr. Claus E. Heinrich(3) | 2004 | (2) | 37.50 | 112,000 | 0.13 | — | — | 112,000 | — | — | ||||||||||||||||||||||||||
2005 | 33.55 | 149,980 | 1.11 | — | — | — | 149,980 | 0.11 | ||||||||||||||||||||||||||||
2006 | 46.48 | 87,292 | 2.10 | — | — | — | 87,292 | 1.10 | ||||||||||||||||||||||||||||
Bill McDermott(1) | 2006 | 46.48 | 77,296 | 2.10 | — | — | — | 77,296 | 1.10 | |||||||||||||||||||||||||||
Gerhard Oswald | 2005 | 33.55 | 149,980 | 1.11 | — | — | — | 149,980 | 0.11 | |||||||||||||||||||||||||||
2006 | 46.48 | 87,292 | 2.10 | — | — | — | 87,292 | 1.10 | ||||||||||||||||||||||||||||
Jim Hagemann Snabe(1) | 2005 | 33.55 | 51,180 | 1.11 | — | — | — | 51,180 | 0.11 | |||||||||||||||||||||||||||
2006 | 46.48 | 37,164 | 2.10 | — | — | — | 37,164 | 1.10 | ||||||||||||||||||||||||||||
Total | 2,176,124 | 536,000 | 1,640,124 | |||||||||||||||||||||||||||||||||
1) | Member from July 1, 2008. These rights were allocated before appointment to the Executive Board. | |
2) | The options from the 2004 tranche were forfeited on February 16, 2009 (Plan end date). | |
3) | Retired May 31, 2009. Subject to expiration of term, options remain open under a two-year grace period. |
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Rights | ||||||||||||||||||||||||||||||||
Holding on | Exercised | Holding on | ||||||||||||||||||||||||||||||
January 1, 2009 | in 2009 | December 31, 2009 | ||||||||||||||||||||||||||||||
Remaining | Price on | Remaining | ||||||||||||||||||||||||||||||
Year | Strike Price | Quantity | Term in | Quantity of | Exercise | Quantity of | Term in | |||||||||||||||||||||||||
Granted | per Share | of Shares | Years | Shares | Date | Shares | Years | |||||||||||||||||||||||||
€ | € | |||||||||||||||||||||||||||||||
Prof. Dr. Henning Kagermann (Co-CEO and Member until May 31, 2009)(1) | 2000 | 18.65 | 112,128 | 1.14 | 112,128 | 34.55 | — | — | ||||||||||||||||||||||||
2001 | 22.67 | 157,500 | 2.14 | — | — | 157,500 | 1.14 | |||||||||||||||||||||||||
Léo Apotheker (Co-CEO)(2) | 2002 | 28.00 | 87,500 | 3.14 | — | — | 87,500 | 2.14 | ||||||||||||||||||||||||
Total | 357,128 | 112,128 | 245,000 | |||||||||||||||||||||||||||||
(1) | Retired May 31, 2009. Subject to expiration of term, options remain open under a two-year grace period. | |
(2) | Member from August 1, 2002. This holding was allocated before appointment to the Executive Board. |
Rights | ||||||||||||||||||||||||||||||||
Holding on | Exercised | Holding on | ||||||||||||||||||||||||||||||
January 1, 2009 | in 2009 | December 31, 2009 | ||||||||||||||||||||||||||||||
Remaining | Price on | Remaining | ||||||||||||||||||||||||||||||
Year | Strike Price | Quantity | Term | Quantity of | Exercise | Quantity of | Term | |||||||||||||||||||||||||
Granted | per Share | of Shares | in Years | Shares | Day | Shares | in Years | |||||||||||||||||||||||||
€ | € | |||||||||||||||||||||||||||||||
Prof. Dr. Henning Kagermann (Co-CEO and Member until May 31, 2009)(1) | 2000 | 72.58 | 89,700 | 1.14 | — | — | 89,700 | 0.14 | ||||||||||||||||||||||||
2001 | 47.81 | 126,000 | 2.14 | — | — | 126,000 | 1.14 | |||||||||||||||||||||||||
2002 | 37.88 | 360,000 | 3.14 | — | — | 360,000 | 2.14 | |||||||||||||||||||||||||
Léo Apotheker (Co-CEO)(2) | 2000 | 83.67 | 95,400 | 1.19 | — | — | 95,400 | 0.19 | ||||||||||||||||||||||||
2001 | 47.81 | 120,000 | 2.14 | — | — | 120,000 | 1.14 | |||||||||||||||||||||||||
2002 | 37.88 | 70,000 | 3.14 | — | — | 70,000 | 2.14 | |||||||||||||||||||||||||
Dr. Werner Brandt | 2001 | 47.81 | 20,000 | 2.14 | — | — | 20,000 | 1.14 | ||||||||||||||||||||||||
2002 | 37.88 | 120,000 | 3.14 | — | — | 120,000 | 2.14 | |||||||||||||||||||||||||
Prof. Dr. Claus E Heinrich(1) | 2000 | 72.58 | 65,700 | 1.14 | — | — | 65,700 | 0.14 | ||||||||||||||||||||||||
2001 | 47.81 | 88,000 | 2.14 | — | — | 88,000 | 1.14 | |||||||||||||||||||||||||
2002 | 37.88 | 200,000 | 3.14 | — | — | 200,000 | 2.14 | |||||||||||||||||||||||||
Gerhard Oswald | 2000 | 72.58 | 65,700 | 1.14 | — | — | 65,700 | 0.14 | ||||||||||||||||||||||||
2001 | 47.81 | 88,000 | 2.14 | — | — | 88,000 | 1.14 | |||||||||||||||||||||||||
Total | 1,508,500 | 1,508,500 | ||||||||||||||||||||||||||||||
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(1) | Retired May 31, 2009. Subject to expiration of term, the convertible bonds remain open under a two-year grace period. | |
(2) | Member from August 1, 2002. This holding was allocated before appointment to the Executive Board. |
2009 | 2008 | |||||||
€(000) | ||||||||
Prof. Dr. Henning Kagermann (Co-CEO and Member until May 31, 2009) | 167,9 | 55.9 | ||||||
Léo Apotheker (Co-CEO) | 376,3 | 37.3 | ||||||
Dr. Werner Brandt | 351,8 | 98.9 | ||||||
Erwin Gunst(1) | 343,1 | 108.0 | ||||||
Prof. Dr. Claus E. Heinrich | 184,5 | 98.9 | ||||||
Bill McDermott(1) | 339,3 | 97.4 | ||||||
Gerhard Oswald | 351,8 | 98.9 | ||||||
John Schwarz(2) | 397,0 | 158.1 | ||||||
Jim Hagemann Snabe(1) | 318,3 | 95.2 | ||||||
Total | 2,830.0 | (3) | 848.6 | |||||
(1) | Member of the Executive Board from July 1, 2008 | |
(2) | Member of the Executive Board from March 1, 2008 | |
(3) | Includes incremental expense of €430,000 resulting from the amendment of the exercise conditions for the 2005 grant of SAP SOP 2002 |
Transaction Date | Transaction | Quantity | Unit Price | |||||||||||||
€ | ||||||||||||||||
Werner Brandt | October 29, 2009 | Stock purchase | 1,000 | 31.95 |
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2009 | 2008 | |||||||||||||||||||||||||||||||
Compensation | Compensation | |||||||||||||||||||||||||||||||
Fixed | Variable | for Committee | Fixed | Variable | for Committee | |||||||||||||||||||||||||||
Compensation | Compensation | Work | Total | Compensation | Compensation | Work | Total | |||||||||||||||||||||||||
€(000) | ||||||||||||||||||||||||||||||||
Prof. Dr. h.c. mult. Hasso Plattner (chairperson) | 75.0 | 125,0 | 20,0 | 220,0 | 75.0 | 125.0 | 25.0 | 225.0 | ||||||||||||||||||||||||
Lars Lamadé (deputy chairperson) | 50.0 | 100,0 | 2,5 | 152,5 | 50.0 | 100.0 | 2.5 | 152.5 | ||||||||||||||||||||||||
Pekka Ala-Pietilä | 37.5 | 62,5 | 5,0 | 105,0 | 37.5 | 62.5 | 7.5 | 107.5 | ||||||||||||||||||||||||
Thomas Bamberger | 37.5 | 62,5 | 2,5 | 102,5 | 37.5 | 62.5 | 2.5 | 102.5 | ||||||||||||||||||||||||
Panagiotis Bissiritsas | 37.5 | 62,5 | 5,0 | 105,0 | 37.5 | 62.5 | 5.0 | 105.0 | ||||||||||||||||||||||||
Willi Burbach | 37.5 | 62,5 | 5,0 | 105,0 | 37.5 | 62.5 | 5.0 | 105.0 | ||||||||||||||||||||||||
Helga Classen (until December 31, 2008) | 0,0 | 0,0 | 0,0 | 0,0 | 37.5 | 62.5 | 2.5 | 102.5 | ||||||||||||||||||||||||
Prof. Dr. Wilhelm Haarmann | 37.5 | 62,5 | 10,0 | 110,0 | 37.5 | 62.5 | 9.0 | 109.0 | ||||||||||||||||||||||||
Peter Koop | 37.5 | 62,5 | 4,8 | 104,8 | 37.5 | 62.5 | 2.5 | 102.5 | ||||||||||||||||||||||||
Christiane Kuntz-Mayr (from January 1, 2009) | 37.5 | 62,5 | 2,3 | 102,3 | 0.0 | 0.0 | 0.0 | 0.0 | ||||||||||||||||||||||||
Bernard Liautaud (from June 3, 2008) | 37.5 | 62,5 | 2,5 | 102,5 | 21.9 | 36.5 | 1.5 | 59.8 | ||||||||||||||||||||||||
Dr. Gerhard Maier | 37.5 | 62,5 | 5,0 | 105,0 | 37.5 | 62.5 | 5.0 | 105.0 | ||||||||||||||||||||||||
Dr. h.c. Hartmut Mehdorn | 37.5 | 62,5 | 2,5 | 102,5 | 37.5 | 62.5 | 1.5 | 101.5 | ||||||||||||||||||||||||
Prof. Dr.-Ing. Dr. h.c. Dr.-Ing. E.h. Joachim Milberg | 37.5 | 62,5 | 10,0 | 110,0 | 37.5 | 62.5 | 11.5 | 111.5 | ||||||||||||||||||||||||
Prof. Dr. Dr. h.c. August-Wilhelm Scheer (until April 4, 2008) | 0.0 | 0,0 | 0,0 | 0,0 | 12.5 | 20.8 | 2.5 | 35.8 | ||||||||||||||||||||||||
Dr. Erhard Schipporeit | 37.5 | 62,5 | 7,5 | 107,5 | 37.5 | 62.5 | 7.5 | 107.5 | ||||||||||||||||||||||||
Stefan Schulz | 37.5 | 62,5 | 5,0 | 105,0 | 37.5 | 62.5 | 5.0 | 105.0 | ||||||||||||||||||||||||
Prof. Dr.-Ing. Dr.-Ing. E.h. Klaus Wucherer | 37.5 | 62,5 | 2,5 | 102,5 | 37.5 | 62.5 | 2.5 | 102.5 | ||||||||||||||||||||||||
Total | 650,0 | 1.100,0 | 92,1 | 1.842,1 | 646.9 | 1,094.8 | 98.3 | 1,840.0 | ||||||||||||||||||||||||
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Transactions in SAP Shares | ||||||||||||||||
Transaction Date | Transaction | Quantity | Unit Price in € | |||||||||||||
Dr. Gerhard Maier | August 17, 2009 | Stock sale | 6,384 | 32.65 | ||||||||||||
Hasso Plattner GmbH & Co. Beteiligungs KG | September 14, 2009 | Stock sale | (1 | ) | (1 | ) |
(1) | On September 14, 2009, the notifying party concluded a contract with a bank, which acts as commission agent, under which the notifying party is selling a total of €240,000,000 of SAP stock in monthly tranches of €15,000,000 until the term ends on December 31, 2010. The number of shares sold is the result of dividing the value sold by the share price current at the time of sale. |
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Number of Employees (in Full-Time Equivalents) | ||||||||||||||||||||||||||||||||||||||||||||||||
2009 | 2008 | 2007 | ||||||||||||||||||||||||||||||||||||||||||||||
FTEs | EMEA | Americas | APJ | Total | EMEA | Americas | APJ | Total | EMEA | Americas | APJ | Total | ||||||||||||||||||||||||||||||||||||
Software and software-related services | 3,228 | 1,264 | 1,868 | 6,360 | 3,284 | 1,405 | 1,912 | 6,601 | 3,006 | 999 | 1,759 | 5,764 | ||||||||||||||||||||||||||||||||||||
Professional services and other services | 6,857 | 3,574 | 2,346 | 12,777 | 7,236 | 4,304 | 2,538 | 14,078 | 6,476 | 3,724 | 2,125 | 12,325 | ||||||||||||||||||||||||||||||||||||
Research and Development | 8,606 | 2,566 | 3,869 | 15,041 | 8,542 | 2,710 | 4,034 | 15,286 | 7,624 | 1,700 | 3,113 | 12,437 | ||||||||||||||||||||||||||||||||||||
Sales & Marketing | 4,315 | 3,600 | 1,800 | 9,715 | 4,649 | 4,143 | 2,014 | 10,806 | 3,578 | 3,040 | 1,320 | 7,938 | ||||||||||||||||||||||||||||||||||||
General & Administration | 1,950 | 743 | 421 | 3,114 | 2,006 | 834 | 478 | 3,318 | 1,738 | 554 | 380 | 2,672 | ||||||||||||||||||||||||||||||||||||
Infrastructure | 877 | 409 | 178 | 1,464 | 914 | 455 | 180 | 1,549 | 758 | 279 | 129 | 1,166 | ||||||||||||||||||||||||||||||||||||
SAP Group | 25,833 | 12,156 | 10,482 | 48,471 | 26,631 | 13,851 | 11,156 | 51,638 | 23,180 | 10,296 | 8,826 | 42,302 | ||||||||||||||||||||||||||||||||||||
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Ordinary Shares | ||||||||
Beneficially Owned | ||||||||
% of | ||||||||
Major Shareholders | Number | Outstanding | ||||||
Dietmar Hopp, collectively(1) | 75,273,200 | 6.136 | % | |||||
Hasso Plattner, Chairperson Supervisory Board, collectively(2) | 122,946,427 | 10.023 | % | |||||
Klaus Tschira, collectively(3) | 103,429,595 | 8.432 | % | |||||
Executive Board Members as a group (5 persons) | 12,327 | 0.001 | % | |||||
Supervisory Board Members as a group (16 persons) | 122,953,313 | 10.023 | % | |||||
Executive Board Members and Supervisory Board Members as a group (21 persons)(4) | 122,965,640 | 10.024 | % | |||||
Options and convertible bonds that are vested and exercisable within 60 days of March 10, 2010, held by Executive Board Members and Supervisory Board Members, collectively(5) | 145.037 | N/A |
(1) | Represents 75,273,200 ordinary shares beneficially owned by Dietmar Hopp, including 3,404,000 ordinary shares owned by DH Besitzgesellschaft mbH & Co. KG (formerly known as Golf Club St. Leon-Rot GmbH & Co. Betriebs-oHG) of which DH Verwaltungs-GmbH is the general partner and 71,869,200 ordinary shares owned by Dietmar Hopp Stiftung, GmbH. Mr. Hopp exercises voting and dispositive powers of the ordinary shars held by such entities. The foregoing information is based solely on a Schedule 13G filed by Dietmar Hopp and Dietmar Hopp Stiftung, GmbH on February 16, 2010. |
(2) | Includes Hasso Plattner Förderstiftung gGmbH and Hasso Plattner GmbH & Co. Beteiligungs-KG in which Hasso Plattner exercises sole voting and dispositive power. |
(3) | Represents 103,429,595 ordinary shares beneficially owned by Dr. h. c. Klaus Tschira, including 67,860,955 ordinary shares owned by Klaus Tschira Stiftung gGmbH and 32,830,640 ordinary shares owned by Dr. h. c. Tschira Beteiligungs GmbH & Co. KG. Dr. Tschira exercises the voting and dispositive powers over the ordinary shares held by such entities. The foregoing information is based solely on a Schedule 13G filed by Dr. hc. Klaus Tschira, Dr. h. c. Tschira Beteiligungs GmbH & Co. KG, Dr. h. c. Tschira Verwaltungs GmbH and Klaus Tschira Stiftung gGmbH on February 10, 2010. |
(4) | We believe each of the other members of the Supervisory Board and the Executive Board beneficially owns less than 1% of SAP AG’s ordinary shares as of March 10, 2010. |
(5) | Includes 81,112 stock options and 63,925 convertible bonds. Each of these stock options and convertible bonds entitles the holder, if exercised or converted, to four SAP AG ordinary shares. |
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Ordinary Share (1) | DAX(2) | Price per ADR | ||||||||||||||||||||||
High | Low | High | Low | High | Low | |||||||||||||||||||
In € | In € | In US$ | ||||||||||||||||||||||
Annual Highs and Lows | ||||||||||||||||||||||||
2005 | 38.95 | 28.63 | 5,458.58 | 4,178.10 | 46.43 | 36.96 | ||||||||||||||||||
2006 | 46.86 | 34.56 | 6,611.81 | 5,292.14 | 57.00 | 43.57 | ||||||||||||||||||
2007 | 42.27 | 33.37 | 8,105.69 | 6,447.70 | 59.86 | 44.45 | ||||||||||||||||||
2008 | 39.93 | 23.45 | 7,949.11 | 4,127.41 | 58.98 | 29.70 | ||||||||||||||||||
2009 | 35.26 | 25.00 | 6,011.55 | 3,666.41 | 52.37 | 31.69 | ||||||||||||||||||
Quarterly Highs and Lows | ||||||||||||||||||||||||
2008 | ||||||||||||||||||||||||
First Quarter | 34.88 | 29.96 | 7,949.11 | 6,182.30 | 51.93 | 45.77 | ||||||||||||||||||
Second Quarter | 35.52 | 31.50 | 7,225.94 | 6,418.32 | 55.20 | 48.72 | ||||||||||||||||||
Third Quarter | 39.93 | 32.38 | 6,609.63 | 5,807.08 | 58.98 | 51.40 | ||||||||||||||||||
Fourth Quarter | 36.98 | 23.45 | 5,806.33 | 4,127.41 | 51.85 | 29.70 | ||||||||||||||||||
2009 | ||||||||||||||||||||||||
First Quarter | 29.64 | 25.00 | 5,026.31 | 3,666.41 | 38.61 | 31.69 | ||||||||||||||||||
Second Quarter | 31.25 | 27.00 | 5,144.06 | 4,131.07 | 44.87 | 35.73 | ||||||||||||||||||
Third Quarter | 35.26 | 27.32 | 5,736.31 | 4,572.65 | 51.70 | 37.87 | ||||||||||||||||||
Fourth Quarter | 35.08 | 30.09 | 6,011.55 | 5,353.35 | 52.37 | 44.28 | ||||||||||||||||||
Monthly Highs and Lows | ||||||||||||||||||||||||
2009 | ||||||||||||||||||||||||
July | 33.00 | 27.32 | 5,360.66 | 4,572.65 | 47.25 | 37.87 | ||||||||||||||||||
August | 34.06 | 32.58 | 5,557.09 | 5,201.61 | 49.01 | 45.88 | ||||||||||||||||||
September | 35.26 | 33.17 | 5,736.31 | 5,301.42 | 51.70 | 47.83 | ||||||||||||||||||
October | 35.08 | 30.80 | 5,854.14 | 5,414.96 | 52.37 | 45.27 | ||||||||||||||||||
November | 32.91 | 31.30 | 5,804.82 | 5,353.35 | 49.09 | 46.00 | ||||||||||||||||||
December | 33.00 | 30.09 | 6,011.55 | 5,647.84 | 48.19 | 44.28 | ||||||||||||||||||
2010 | ||||||||||||||||||||||||
January | 35.35 | 32.18 | 6,048.30 | 5,540.33 | 51.19 | 45.14 | ||||||||||||||||||
February | 34.05 | 31.12 | 5,722.05 | 5,434.34 | 47.46 | 42.81 | ||||||||||||||||||
March (through March 10, 2010) | 34.08 | 33.45 | 5,936.72 | 5,713.51 | 46.48 | 45.27 |
(1) | Share prices for 2006 and prior are retrospectively adjusted for the effect of the fourfold increase in the number of shares resulting from the capital increase which became effective December 15, 2006. |
(2) | The DAX is a continuously updated, capital-weighted performance index of 30 German blue chip companies. In principle, the shares included in the DAX are selected on the basis of their stock exchange turnover and the issuer’s free-float market capitalization. Adjustments to the DAX are made for capital changes, subscription rights and dividends. |
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• | developing and marketing integrated product and service solutions fore-commerce; | |
• | developing software for information technology and the licensing of its use to others; | |
• | organization and deployment consulting, as well as user training, fore-commerce and other software solutions; | |
• | selling, leasing, renting and arranging the procurement and provision of all other forms of use of information technology systems and related equipment; and | |
• | making capital investments in enterprises active in the field of information technology to promote the opening and advancement of international markets in the field of information technology. |
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• | changing the corporate purpose of the company set out in the articles of incorporation; | |
• | capital increases and capital decreases; | |
• | excluding preemptive rights of shareholders to subscribe for new shares; | |
• | dissolution; | |
• | a merger into, or a consolidation with, another company; | |
• | a transfer of all or virtually all of the assets; and | |
• | a change of corporate form. |
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• | taxes and other governmental charges; | |
• | registration fees as may be in effect from time to time for the registration of transfers of SAP ordinary shares on any applicable register to the Depositary or its nominee or the custodian or its nominee in connection with deposits or withdrawals under the Deposit Agreement; | |
• | applicable air courier, cable, telex and facsimile expenses of the Depositary; | |
• | expenses incurred by the Depositary in the conversion of foreign currency; | |
• | $5.00 or less per 100 ADSs (or portion thereof) to the Depositary for the execution and delivery of ADRs (including in connection with the depositing of SAP ordinary shares or the exercising of rights) and the surrender of ADRs as well as for the distribution of other securities; | |
• | a maximum aggregate service fee of U.S. $2.00 per 100 ADSs (or portion thereof) per calendar year to the Depositary for the services performed by the Depositary in administering the ADR program, including for processing any cash dividends and other cash distributions; and | |
• | $5.00 or less per 100 ADSs (or portion thereof) to the Depositary for distribution of securities other than SAP ordinary shares or rights. |
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• | US $72,531 for the 2009 NYSE ADR listing fees; and | |
• | US $2,000,000 for investor relations activities related to the ADR program, including the production of annual reports andForm 20-F filings, 2010 NYSE listing fees, road shows, production of investor targeting, peer analysis, shareholder identification reports and perception studies, postage for mailing annual and interim reports and other communications to ADR holders and participation in retail investor activities, broker conferences, SAP sponsored analyst events and capital markets days. |
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1. | “Prohibited services:” This category includes services that our independent auditors must not be engaged to perform. These are services that are not permitted by applicable law or that would be inconsistent with maintaining the auditors’ independence. | |
2. | “Services requiring universal approval:” Services of this category may be provided by our independent auditors up to a certain aggregate amount in fees per year that is determined annually by the Audit Committee. | |
3. | ‘‘Services requiring individual approval:” Services of this category may only be provided by our independent auditors if they have been individually (specifically) pre-approved by the Audit Committee or an Audit Committee member who is authorized by the Audit Committee to make such approvals. |
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• | Report of Independent Registered Public Accounting Firm. | |
• | Consolidated Financial Statements |
• | Consolidated Income Statements for the years ended 2009, 2008 and 2007. | |
• | Consolidated Statements of Comprehensive Income for the years ended December 31, 2009, 2008 and 2007. | |
• | Consolidated Statements of Financial Position as of December 31, 2009 and 2008. | |
• | Consolidated Statements of Changes in Equity for the years ended December 31, 2009, 2008 and 2007. | |
• | Consolidated Statements of Cash Flows for the years ended December 31, 2009, 2008 and 2007. | |
• | Notes to the Consolidated Financial Statements. |
• | Financial Statement Schedule I — Reconciliations from U.S. GAAP to IFRS for the years ended December 31, 2007 and 2006. |
1 | Articles of Incorporation (Satzung) of SAP AG, as amended to date (English translation). | |||
2 | .1 | Form of global share certificate for ordinary shares (English translation).(1) | ||
2 | .2 | Form of American Depositary Receipt.(2) | ||
4 | .1 | Form of Amended and Restated Deposit Agreement among SAP AG, Deutsche Bank Trust Company Americas, as Depositary, and all owners and holders from time to time of American Depositary Receipts issued thereunder, including the form of American Depositary Receipts, dated as of December 3, 2004.(3) | ||
4 | .1.1 | Amendment No. 1 dated as of December 20, 2006 to Amended and Restated Deposit Agreement among SAP AG, Deutsche Bank Trust Company Americas, as Depository, and all owners and holders from time to time of American Depositary Receipts issued thereunder, including the form of American Depositary Receipts.(1) | ||
4 | .1.2 | Amended and Restated Deposit Agreement dated as of November 25, 2009 among SAP AG, Deutsche Bank Trust Company Americas as Depositary, and all owners and holders from time to time of American Depositary Receipts issued thereunder, including the form of American Depositary Receipts.(2) | ||
4 | .6 | Revolving Credit Facility dated September 16, 2009 by and among SAP AG (Borrower), Deutsche Bank AG, J.P. Morgan plc and The Royal Bank of Scotland plc (as lead arrangers and book runners). | ||
12 | .1 | Certification of Bill McDermott, Co-Chief Executive Officer, required byRule 13a-14(a) orRule 15d-14(a). |
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12 | .2 | Certification of Jim Hagemann Snabe, Co-Chief Executive Officer, required byRule 13a-14(a) orRule 15d-14(a). | ||
12 | .3 | Certification of Werner Brandt, Chief Financial Officer, required byRule 13a-14(a) orRule 15d-14(a). | ||
13 | .1 | Certification of Bill McDermott, Co-Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | ||
13 | .2 | Certification of Jim Hagemann Snabe, Co-Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | ||
13 | .3 | Certification of Werner Brandt, Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | ||
15 | Consent of Independent Registered Public Accounting Firm. |
(1) | Incorporated by reference to the Annual Report onForm 20-F of SAP AG filed on March 22, 2006. | |
(2) | Incorporated by reference to the Post Effective Amendment #1 to Registration Statement onForm F-6 of SAP AG filed on November 25, 2009. | |
(3) | Incorporated by reference to the Current Report onForm 6-K of SAP AG, filed on December 13, 2004. |
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By: /s/ | BILL MCDERMOTT |
By: /s/ | JIM HAGEMANN SNABE |
By: /s/ | WERNER BRANDT |
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for the years ended December 31,
(Unaudited) | ||||||||||||||||||||
Note | 2009(1) | 2009 | 2008 | 2007 | ||||||||||||||||
US$ | € | € | € | |||||||||||||||||
millions, unless otherwise stated | ||||||||||||||||||||
Software revenue | 3,736 | 2,607 | 3,606 | 3,407 | ||||||||||||||||
Support revenue | 7,574 | 5,285 | 4,602 | 3,852 | ||||||||||||||||
Subscription and other software-related service revenue | 439 | 306 | 258 | 182 | ||||||||||||||||
Software and software-related service revenue | 11,749 | 8,198 | 8,466 | 7,441 | ||||||||||||||||
Consulting revenue | 2,972 | 2,074 | 2,498 | 2,221 | ||||||||||||||||
Training revenue | 391 | 273 | 434 | 410 | ||||||||||||||||
Other service revenue | 122 | 85 | 107 | 113 | ||||||||||||||||
Professional services and other service revenue | 3,486 | 2,432 | 3,039 | 2,744 | ||||||||||||||||
Other revenue | 60 | 42 | 70 | 71 | ||||||||||||||||
Total revenue | (5 | ) | 15,295 | 10,672 | 11,575 | 10,256 | ||||||||||||||
Cost of software and software-related services | (2,457 | ) | (1,714 | ) | (1,743 | ) | (1,350 | ) | ||||||||||||
Cost of professional services and other services | (2,653 | ) | (1,851 | ) | (2,285 | ) | (2,091 | ) | ||||||||||||
Research and development | (2,280 | ) | (1,591 | ) | (1,627 | ) | (1,461 | ) | ||||||||||||
Sales and marketing | (3,152 | ) | (2,199 | ) | (2,546 | ) | (2,173 | ) | ||||||||||||
General and administration | (808 | ) | (564 | ) | (624 | ) | (499 | ) | ||||||||||||
Restructuring | (7 | ) | (284 | ) | (198 | ) | (60 | ) | (2 | ) | ||||||||||
Other operating income/expense, net | (8 | ) | 47 | 33 | 11 | 18 | ||||||||||||||
Total operating expenses | (11,586 | ) | (8,084 | ) | (8,874 | ) | (7,558 | ) | ||||||||||||
Operating profit | 3,709 | 2,588 | 2,701 | 2,698 | ||||||||||||||||
Other non-operating income/expense, net | (9 | ) | (105 | ) | (73 | ) | (27 | ) | 2 | |||||||||||
Finance income | 46 | 32 | 72 | 142 | ||||||||||||||||
Finance costs | (145 | ) | (101 | ) | (123 | ) | (7 | ) | ||||||||||||
Other financial gains/losses, net | (10 | ) | (16 | ) | (11 | ) | 1 | (11 | ) | |||||||||||
Financial income, net | (115 | ) | (80 | ) | (50 | ) | 124 | |||||||||||||
Profit before tax | 3,490 | 2,435 | 2,624 | 2,824 | ||||||||||||||||
Income tax expense | (11 | ) | (982 | ) | (685 | ) | (776 | ) | (916 | ) | ||||||||||
Profit after tax | 2,508 | 1,750 | 1,848 | 1,908 | ||||||||||||||||
— Profit attributable to non-controlling interests | 3 | 2 | 1 | 2 | ||||||||||||||||
— Profit attributable to owners of parent | 2,505 | 1,748 | 1,847 | 1,906 | ||||||||||||||||
Basic earnings per share, in € | (12 | ) | 2.11 | 1.47 | 1.55 | 1.58 | ||||||||||||||
Diluted earnings per share, in € | (12 | ) | 2.11 | 1.47 | 1.55 | 1.58 |
(1) | The 2009 figures have been translated solely for the convenience of the reader at an exchange rate of US$1.4332 to €1.00, the Noon Buying Rate certified by the Federal Reserve Bank of New York on December 31, 2009. |
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Note | 2009 | 2008 | 2007 | |||||||||||||
€ millions | ||||||||||||||||
Profit after tax | 1,750 | 1,848 | 1,908 | |||||||||||||
Gains (losses) on exchange differences on translation, before tax | 76 | (63 | ) | (196 | ) | |||||||||||
Reclassification adjustments on exchange differences on translation, before tax | (2 | ) | 0 | 0 | ||||||||||||
Exchange differences on translation | 74 | (63 | ) | (196 | ) | |||||||||||
Gains (losses) on remeasuringavailable-for-sale financial assets, before tax | (27 | ) | 15 | 1 | (2 | ) | ||||||||||
Reclassification adjustments onavailable-for-sale financial assets, before tax | (27 | ) | 0 | (3 | ) | (1 | ) | |||||||||
Available-for-sale financial assets | (27 | ) | 15 | (2 | ) | (3 | ) | |||||||||
Gains (losses) on cash flow hedges, before tax | (26 | ) | (41 | ) | (15 | ) | 89 | |||||||||
Reclassification adjustments on cash flow hedges, before tax | (26 | ) | 84 | (55 | ) | (85 | ) | |||||||||
Cash flow hedges | (26 | ) | 43 | (70 | ) | 4 | ||||||||||
Actuarial gains (losses) on defined benefit plans, before tax | (19a | ) | (6 | ) | (54 | ) | (4 | ) | ||||||||
Other comprehensive income, before tax | 126 | (189 | ) | (199 | ) | |||||||||||
Income tax relating to components of other comprehensive income | (11 | ) | (12 | ) | 39 | 4 | ||||||||||
Other comprehensive income after tax | 114 | (150 | ) | (195 | ) | |||||||||||
Total comprehensive income | 1,864 | 1,698 | 1,713 | |||||||||||||
- attributable to non-controlling interests | 2 | 1 | 2 | |||||||||||||
- attributable to owners of parent | 1,862 | 1,697 | 1,711 |
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(Unaudited) | ||||||||||||||||
Note | 2009(1) | 2009 | 2008 | |||||||||||||
US$ | € | € | ||||||||||||||
millions | ||||||||||||||||
Assets | ||||||||||||||||
Cash and cash equivalents | 2,700 | 1,884 | 1,280 | |||||||||||||
Other financial assets | (13 | ) | 697 | 486 | 588 | |||||||||||
Trade and other receivables | (14 | ) | 3,649 | 2,546 | 3,178 | |||||||||||
Other non-financial assets | (15 | ) | 211 | 147 | 126 | |||||||||||
Tax assets | (11 | ) | 275 | 192 | 399 | |||||||||||
Total current assets | 7,531 | 5,255 | 5,571 | |||||||||||||
Goodwill | (16 | ) | 7,157 | 4,994 | 4,975 | |||||||||||
Intangible assets | (16 | ) | 1,281 | 894 | 1,140 | |||||||||||
Property, plant, and equipment | (17 | ) | 1,965 | 1,371 | 1,405 | |||||||||||
Other financial assets | (13 | ) | 407 | 284 | 262 | |||||||||||
Trade and other receivables | (14 | ) | 75 | 52 | 41 | |||||||||||
Other non-financial assets | (15 | ) | 50 | 35 | 32 | |||||||||||
Tax assets | (11 | ) | 130 | 91 | 33 | |||||||||||
Deferred tax assets | (11 | ) | 570 | 398 | 441 | |||||||||||
Total non-current assets | 11,636 | 8,119 | 8,329 | |||||||||||||
Total assets | 19,168 | 13,374 | 13,900 | |||||||||||||
Equity and Liabilities | ||||||||||||||||
Trade and other payables | (18 | ) | 914 | 638 | 599 | |||||||||||
Tax liabilities | (11 | ) | 179 | 125 | 363 | |||||||||||
Bank loans | (18 | ) | 6 | 4 | 2,319 | |||||||||||
Other financial liabilities | (18 | ) | 204 | 142 | 244 | |||||||||||
Financial liabilities | (18 | ) | 209 | 146 | 2,563 | |||||||||||
Other non-financial liabilities | (18 | ) | 2,260 | 1,577 | 1,428 | |||||||||||
Provisions | (19 | ) | 476 | 332 | 248 | |||||||||||
Deferred income | (20 | ) | 857 | 598 | 623 | |||||||||||
Total current liabilities | 4,896 | 3,416 | 5,824 | |||||||||||||
Trade and other payables | (18 | ) | 50 | 35 | 42 | |||||||||||
Tax liabilities | (11 | ) | 343 | 239 | 278 | |||||||||||
Bank loans | (18 | ) | 1,002 | 699 | 2 | |||||||||||
Other financial liabilities | (18 | ) | 43 | 30 | 38 | |||||||||||
Financial liabilities | (18 | ) | 1,045 | 729 | 40 | |||||||||||
Other non-financial liabilities | (18 | ) | 17 | 12 | 13 | |||||||||||
Provisions | (19 | ) | 284 | 198 | 232 | |||||||||||
Deferred tax liabilities | (11 | ) | 272 | 190 | 239 | |||||||||||
Deferred income | (20 | ) | 92 | 64 | 61 | |||||||||||
Total non-current liabilities | 2,103 | 1,467 | 905 | |||||||||||||
Total liabilities | 6,998 | 4,883 | 6,729 | |||||||||||||
Issued capital2 | 1,757 | 1,226 | 1,226 | |||||||||||||
Treasury shares | (1,892 | ) | (1,320 | ) | (1,362 | ) | ||||||||||
Share premium | 454 | 317 | 320 | |||||||||||||
Retained earnings | 12,284 | 8,571 | 7,422 | |||||||||||||
Other components of equity | (454 | ) | (317 | ) | (437 | ) | ||||||||||
Equity attributable to owners of parent | 12,149 | 8,477 | 7,169 | |||||||||||||
Non-controlling interests | 20 | 14 | 2 | |||||||||||||
Total equity | (21 | ) | 12,169 | 8,491 | 7,171 | |||||||||||
Equity and liabilities | 19,168 | 13,374 | 13,900 | |||||||||||||
(1) | The 2009 figures have been translated solely for the convenience of the reader at an exchange rate of US$1.4332 to €1.00, the Noon Buying Rate certified by the Federal Reserve Bank of New York on December 31, 2009. | |
(2) | Authorized — not issued or outstanding: 480 million no-par shares at December 31, 2009 and 2008; Authorized — issued and outstanding: 1,226 million no-par shares at December 31, 2009 and 2008 |
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Other Components of Equity | ||||||||||||||||||||||||||||||||||||||||
Available- | Equity | |||||||||||||||||||||||||||||||||||||||
for-Sale | Cash | Attributable | Non- | |||||||||||||||||||||||||||||||||||||
Issued | Share | Retained | Exchange | Financial | Flow | Treasury | to Owners of | Controlling | Total | |||||||||||||||||||||||||||||||
Capital | Premium | Earnings | Differences | Assets | Hedges | Shares | Parent | Interests | Equity | |||||||||||||||||||||||||||||||
€ millions | ||||||||||||||||||||||||||||||||||||||||
January 1, 2007 prior to IFRIC 13 adoption | 1,268 | 332 | 6,380 | (134 | ) | 4 | 6 | (1,742 | ) | 6,114 | 9 | 6,123 | ||||||||||||||||||||||||||||
Cumulated difference from the first-time adoption of IFRIC 13 | (12 | ) | (12 | ) | (12 | ) | ||||||||||||||||||||||||||||||||||
January 1, 2007 after IFRIC 13 adoption | 1,268 | 332 | 6,368 | (134 | ) | 4 | 6 | (1,742 | ) | 6,102 | 9 | 6,111 | ||||||||||||||||||||||||||||
Profit after tax | 1,906 | 1,906 | 2 | 1,908 | ||||||||||||||||||||||||||||||||||||
Other comprehensive income | (196 | ) | (3 | ) | 4 | (195 | ) | (195 | ) | |||||||||||||||||||||||||||||||
Share-based compensation | (40 | ) | (40 | ) | (40 | ) | ||||||||||||||||||||||||||||||||||
Dividends | (556 | ) | (556 | ) | (556 | ) | ||||||||||||||||||||||||||||||||||
Cancellation of treasury shares | (23 | ) | (796 | ) | 819 | |||||||||||||||||||||||||||||||||||
Treasury shares transactions | 12 | (811 | ) | (799 | ) | (799 | ) | |||||||||||||||||||||||||||||||||
Convertible bonds and stock options exercised | 1 | 43 | 44 | 44 | ||||||||||||||||||||||||||||||||||||
Other | 1 | 1 | 1 | |||||||||||||||||||||||||||||||||||||
Other changes non-controlling interests | 2 | 2 | (10 | ) | (8 | ) | ||||||||||||||||||||||||||||||||||
December 31, 2007 | 1,246 | 347 | 6,925 | (330 | ) | 1 | 10 | (1,734 | ) | 6,465 | 1 | 6,466 | ||||||||||||||||||||||||||||
Profit after tax | 1,847 | 1,847 | 1 | 1,848 | ||||||||||||||||||||||||||||||||||||
Other comprehensive income | (32 | ) | (63 | ) | (2 | ) | (53 | ) | (150 | ) | (150 | ) | ||||||||||||||||||||||||||||
Share-based compensation | (34 | ) | (34 | ) | (34 | ) | ||||||||||||||||||||||||||||||||||
Dividends | (594 | ) | (594 | ) | (594 | ) | ||||||||||||||||||||||||||||||||||
Cancellation of treasury shares | (21 | ) | (723 | ) | 744 | |||||||||||||||||||||||||||||||||||
Treasury shares transactions | (6 | ) | (372 | ) | (378 | ) | (378 | ) | ||||||||||||||||||||||||||||||||
Convertible bonds and stock options exercised | 1 | 13 | 14 | 14 | ||||||||||||||||||||||||||||||||||||
Other | (1 | ) | (1 | ) | (1 | ) | ||||||||||||||||||||||||||||||||||
December 31, 2008 | 1,226 | 320 | 7,422 | (393 | ) | (1 | ) | (43 | ) | (1,362 | ) | 7,169 | 2 | 7,171 | ||||||||||||||||||||||||||
Profit after tax | 1,748 | 1,748 | 2 | 1,750 | ||||||||||||||||||||||||||||||||||||
Other comprehensive income | (6 | ) | 74 | 14 | 32 | 114 | 114 | |||||||||||||||||||||||||||||||||
Share-based compensation | (2 | ) | (2 | ) | (2 | ) | ||||||||||||||||||||||||||||||||||
Dividends | (594 | ) | (594 | ) | (594 | ) | ||||||||||||||||||||||||||||||||||
Treasury shares transactions | (6 | ) | 42 | 36 | 36 | |||||||||||||||||||||||||||||||||||
Convertible bonds and stock options exercised | 5 | 5 | 5 | |||||||||||||||||||||||||||||||||||||
Other | 1 | 1 | 1 | |||||||||||||||||||||||||||||||||||||
Addition of non-controlling interests | 10 | 10 | ||||||||||||||||||||||||||||||||||||||
December 31, 2009 | 1,226 | 317 | 8,571 | (319 | ) | 13 | (11 | ) | (1,320 | ) | 8,477 | 14 | 8,491 | |||||||||||||||||||||||||||
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(Unaudited) | ||||||||||||||||
2009(1) | 2009 | 2008 | 2007 | |||||||||||||
US$ | € | € | € | |||||||||||||
millions | ||||||||||||||||
Profit after tax | 2,508 | 1,750 | 1,848 | 1,908 | ||||||||||||
Adjustments to reconcile profit after tax to net cash provided by operating activities: | ||||||||||||||||
Depreciation and amortization | 715 | 499 | 539 | 262 | ||||||||||||
Gains/losses on disposals of non-current assets | (16 | ) | (11 | ) | 11 | 1 | ||||||||||
Gains/losses on disposals of financial assets | (3 | ) | (2 | ) | (16 | ) | (1 | ) | ||||||||
Impairment loss on financial assets recognized in profit | 14 | 10 | 15 | 8 | ||||||||||||
Decrease/increase in sales and bad debt allowances on trade receivables | 92 | 64 | 76 | 0 | ||||||||||||
Other adjustments for non-cash items | 20 | 14 | 52 | 45 | ||||||||||||
Deferred income taxes | (56 | ) | (39 | ) | (91 | ) | 8 | |||||||||
Decrease/increase in trade receivables | 850 | 593 | (48 | ) | (521 | ) | ||||||||||
Decrease/increase in other assets | 294 | 205 | (12 | ) | (277 | ) | ||||||||||
Decrease/increase in trade payables, provisions and other liabilities | (166 | ) | (116 | ) | (277 | ) | 375 | |||||||||
Decrease/increase in deferred income | 69 | 48 | 61 | 124 | ||||||||||||
Net cash flows from operating activities | 4,321 | 3,015 | 2,158 | 1,932 | ||||||||||||
Purchase of non-controlling interests | 0 | 0 | 0 | (48 | ) | |||||||||||
Business combinations, net of cash and cash equivalents acquired | (105 | ) | (73 | ) | (3,773 | ) | (672 | ) | ||||||||
Repayment of acquirees’ debt in business combinations | 0 | 0 | (450 | ) | 0 | |||||||||||
Purchase of intangible assets and property, plant, and equipment | (322 | ) | (225 | ) | (339 | ) | (400 | ) | ||||||||
Proceeds from sales of intangible assets or property, plant and equipment | 64 | 45 | 44 | 27 | ||||||||||||
Cash transferred to restricted cash | 0 | 0 | (448 | ) | (550 | ) | ||||||||||
Use of restricted cash | 0 | 0 | 1,001 | 0 | ||||||||||||
Purchase of equity or debt instruments of other entities | (1,538 | ) | (1,073 | ) | (396 | ) | (788 | ) | ||||||||
Proceeds from sales of equity or debt instruments of other entities | 1,472 | 1,027 | 595 | 1,040 | ||||||||||||
Net cash flows from investing activities | (429 | ) | (299 | ) | (3,766 | ) | (1,391 | ) | ||||||||
Dividends paid | (851 | ) | (594 | ) | (594 | ) | (556 | ) | ||||||||
Purchase of treasury shares | 0 | 0 | (487 | ) | (1,005 | ) | ||||||||||
Proceeds from reissuance of treasury shares | 34 | 24 | 85 | 156 | ||||||||||||
Proceeds from issuing shares (share-based compensation) | 9 | 6 | 20 | 44 | ||||||||||||
Proceeds from private placement transaction | 0 | 0 | 0 | 0 | ||||||||||||
Proceeds from borrowings | 999 | 697 | 3,859 | 47 | ||||||||||||
Repayments of borrowings | (3,301 | ) | (2,303 | ) | (1,571 | ) | (48 | ) | ||||||||
Purchase of equity-based derivative instruments (hedge for cash-settled share-based payment plans) | 0 | 0 | (55 | ) | 0 | |||||||||||
Proceeds from the exercise of equity-based derivative financial instruments | 6 | 4 | 24 | 75 | ||||||||||||
Net cash flows from financing activities | (3,104 | ) | (2,166 | ) | 1,281 | (1,287 | ) | |||||||||
Effect of foreign exchange rates on cash and cash equivalents | 77 | 54 | (1 | ) | (45 | ) | ||||||||||
Net increase (decrease) in cash and cash equivalents | 866 | 604 | (328 | ) | (791 | ) | ||||||||||
Cash and cash equivalents at the beginning of the period | 1,834 | 1,280 | 1,608 | 2,399 | ||||||||||||
Cash and cash equivalents at the end of the period | 2,700 | 1,884 | 1,280 | 1,608 | ||||||||||||
1) | The 2009 figures have been translated solely for the convenience of the reader at an exchange rate of US$1.4332 to €1.00, the Noon Buying Rate certified by the Federal Reserve Bank of New York on December 31, 2009. | |
(2) | Interest paid in 2009, 2008, and 2007 amounted to € 69 million, € 105 million, and €6 million, respectively, and interest received in 2009, 2008, and 2007 amounted to € 22 million, € 72 million and € 142 million, respectively. Income taxes paid in 2009, 2008, and 2007, net of refunds, were € 722 million, € 882 million, and € 811 million, respectively. |
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(1) | GENERAL INFORMATION ABOUT CONSOLIDATED FINANCIAL STATEMENTS |
(2) | SCOPE OF CONSOLIDATION |
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(3) | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
(3a) | Bases of Measurement |
• | Derivative financial instruments,available-for-sale financial assets (except for investments in certain equity instruments without a quoted market price), and liabilities for cash-settled share-based payment arrangements are measured at fair value | |
• | Foreign exchange receivables and payables are translated at period-end exchange rates; and | |
• | Pensions are measured according to IAS 19 Employee Benefits (IAS 19) as described in Note (19a) |
(3b) | Relevant Accounting Policies |
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• | whether the arrangement involves significant production, modification, or customization of the software and | |
• | whether the services are not available from third-party vendors and are therefore deemed essential to the software. |
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• | The development cost can be measured reliably | |
• | The product is technically and commercially feasible | |
• | Future economic benefits are probable | |
• | We intend to complete development and market the product |
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• | Currency effects arising from the translation of the financial statements of our foreign operations as well as the currency effects from intercompany long-term monetary items for which settlement is neither planned nor likely to occur in the foreseeable future | |
• | Unrealized gains and losses onavailable-for-sale financial assets | |
• | Gains and losses on cash flow hedges comprised of the net change in fair value of the effective portion of the respective cash flow hedges that have not yet impacted profit or loss. |
• | Loans and receivables: Loans and receivables are non-derivative financial assets with fixed or determinable payments that are neither quoted in an active market nor intended to be sold in the near term. This category comprises trade receivables, receivables and loans included in other financial assets, and cash and cash equivalents. We carry loans and receivables at amortized cost less impairment losses. Interest income from items assigned to this category is determined using the effective interest |
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method if the time value of money is material. For further information on trade receivables see the Trade and other Receivables section. |
• | Available-for-sale financial assets:Available-for-sale financial assets are non-derivative financial assets that are not assigned to any of the two other categories and mainly include equity investments and debt investments. If readily determinable from market data,available-for-sale financial assets are accounted for at fair value, with changes in fair value being reported net of tax in other components of equity. Fair value fluctuations are not recognized in profit or loss until the assets are sold or impaired.Available-for-sale financial assets for which no market price is available and whose fair value cannot be reliably estimated in the absence of an active market are carried at cost less impairment losses. | |
• | Financial assets at fair value through profit or loss: Financial assets at fair value through profit or loss only comprise those financial assets that are held for trading as we do not designate financial assets at fair value through profit or loss on initial recognition. This category solely contains positive fair values from embedded and freestanding derivatives, except where hedge accounting is applied. All changes in the fair value of financial assets in this category are immediately recognized in profit or loss. For further information on derivatives see the Derivatives section. |
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• | Trade receivables are recorded at invoiced amounts less sales allowances and an allowance for doubtful accounts. We record these allowances on a specific review of all significant outstanding invoices. When analyzing the recoverability of our trade receivables, we consider the following factors: |
• | First, we consider the financial solvency of specific customers and record an allowance for specific customer balances when we believe it is probable that we will not collect the amount due according to the contractual terms of the arrangement. | |
• | Second, we evaluate homogenous portfolios of trade receivables according to their default risk primarily based on the age of the receivable and historical loss experience, but also taking into consideration general market factors that might impact our trade receivable portfolio, such as the current economic crisis. We record a general bad debt allowance to record impairment losses for a portfolio of trade receivables when we believe that the age of the receivables indicates that it is probable that a loss has occurred and we will not collect some or all of the amounts due. |
• | Account balances are charged off against the allowance after all collection efforts have been exhausted and the likelihood of recovery is considered remote. | |
• | In our Consolidated Income Statements bad debt allowances for a portfolio of trade receivables are recorded as other operating expense, whereas bad debt allowances for specific customer balances are recorded in cost of software and software-related services or cost of professional services and other services, depending on the transaction from which the respective trade receivable results. Sales allowances are recorded as an offset to the respective revenue item. | |
• | Included in trade receivables are unbilled receivables related to fixed-fee andtime-and-material consulting arrangements for contract work performed to date. |
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• | Financial liabilities at fair value through profit or loss only comprise those financial liabilities that are held for trading as we do not designate financial liabilities at fair value through profit or loss on initial recognition. This category solely contains negative fair values from embedded and other derivatives, except where hedge accounting is applied. All changes in the fair value of financial liabilities in this category are immediately recognized in profit or loss. For further information on derivatives, see the Derivatives section. | |
• | Financial liabilities at amortized cost include all non-derivative financial liabilities not quoted in an active market which are measured at amortized cost using the effective interest method. |
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(3c) | Management Judgments and Sources of Estimation Uncertainty |
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• | Revenue recognition | |
• | Valuation of trade receivables | |
• | Accounting for share-based compensation | |
• | Accounting for income tax | |
• | Accounting for business combinations | |
• | Subsequent accounting for goodwill and other intangibles | |
• | Accounting for legal contingencies | |
• | Recognition of internally generated intangible assets from development |
• | Which arrangements with the same customer are to be accounted for as one arrangement | |
• | Which deliverables under one arrangement are to be accounted for separately and | |
• | How to allocate the total arrangement fee to the individual elements of one arrangement |
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• | Whether company-specific evidence of fair value can be demonstrated for the undelivered elements of a software arrangement | |
• | The approaches used to demonstrate company-specific evidence of fair value |
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• | Fair values assigned to assets subject to depreciation and amortization affects the amounts of depreciation and amortization to be recorded in operating profit in the periods following the acquisition. | |
• | Subsequent negative changes in the estimated fair values of assets may result in additional expense from impairment charges. | |
• | Subsequent changes in the estimated fair values of liabilities and provisions may result in additional expense (if increasing the estimated fair value) or additional income (if decreasing the estimated fair value). |
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• | The determination of the useful life of an intangible asset as this determination is based on our estimates regarding the period over which the intangible asset is expected to produce economic benefits to us. | |
• | The determination of the amortization method as IFRS requires the straight-line method to be used unless we can reliably determine the pattern in which the asset’s future economic benefits are expected to be consumed by us. |
• | The determination whether an obligation exists, | |
• | The determination of the probability of outflow of economic benefits, | |
• | The determination whether the amount of obligation is estimable, and | |
• | The estimate of the obligation. |
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• | The determination whether activities should be considered research activities or development activities; | |
• | The determination whether the conditions for recognizing an intangible asset are met requires assumptions about future market conditions, customer demand and other developments; | |
• | The term ‘technical feasibility’ is not defined in IFRS, and therefore the determination whether completing an asset is technically feasible requires a company-specific and necessarily judgmental approach; | |
• | The determination of the future ability to use or sell the intangible asset arising from the development and the determination of probability of future benefits from sale or use, and | |
• | The determination whether a cost is directly or indirectly attributable to an intangible asset and whether a cost is necessary for completing a development. |
(3d) | New Accounting Standards Adopted / Early Adopted in the Current Period |
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• | Clarify that the existing IFRS 7 fair value disclosures must be made separately for each class of financial instrument | |
• | Add disclosure for any change in the method of determining fair value and the reasons for the change | |
• | Establish a three-level hierarchy for making fair value measurements: |
• | Add disclosure, for each fair value measurement in the statement of financial position, of which level in the hierarchy was used and any transfers between levels, with additional disclosures whenever level 3 is used including a measure of sensitivity to a change in input data | |
• | Clarify that the current maturity analysis for non-derivative financial instruments should include issued financial guarantee contracts | |
• | Add disclosure of a maturity analysis for derivative financial liabilities |
(3e) | New Accounting Standards Not Yet Adopted |
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(4) | BUSINESS COMBINATIONS |
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(5) | REVENUE |
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(6) | EXPENSES BY NATURE AND HEADCOUNT |
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(7) | RESTRUCTURING |
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(8) | OTHER OPERATING INCOME/EXPENSE, NET |
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(9) | OTHER NON-OPERATING INCOME/EXPENSE, NET |
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(10) | FINANCIAL INCOME, NET |
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(11) | INCOME TAX |
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(12) | EARNINGS PER SHARE |
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(13) | OTHER FINANCIAL ASSETS |
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(14) | TRADE AND OTHER RECEIVABLES |
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(15) | OTHER NON-FINANCIAL ASSETS |
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(17) | PROPERTY, PLANT, AND EQUIPMENT |
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(18) | TRADE AND OTHER PAYABLES, FINANCIAL LIABILITIES AND OTHER NON-FINANCIAL LIABILITIES |
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(19) | PROVISIONS |
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(19a) | Pension Plans and Similar Obligations |
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(19b) | Other Provisions |
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(20) | DEFERRED INCOME |
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(21) | TOTAL EQUITY |
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• | Up to a total amount of €60 million through the issuance of new common shares in return for contributions in cash until May 11, 2010 (Authorized Capital I). The issuance is subject to the statutory subscription rights of existing shareholders. | |
• | Up to a total amount of €180 million through the issuance of new common shares in return for contributions in cash until May 8, 2011 (Authorized Capital Ia). The issuance is subject to the statutory subscription rights of existing shareholders. | |
• | Up to a total amount of €60 million through the issuance of new common shares in return for contributions in cash or in kind until May 11, 2010 (Authorized Capital II). Subject to certain preconditions and the consent of the Supervisory Board, the Executive Board is authorized to exclude the shareholders’ statutory subscription rights. | |
• | Up to a total amount of €180 million through the issuance of new common shares in return for contributions in cash or in kind until May 8, 2011 (Authorized Capital IIa). Subject to certain preconditions and the consent of the Supervisory Board, the Executive Board is authorized to exclude the shareholders’ statutory subscription rights. |
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(22) | ADDITIONAL CAPITAL DISCLOSURES |
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(23) | OTHER FINANCIAL COMMITMENTS AND CONTINGENT LIABILITIES |
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Other Financial Commitments | ||||||||||
€ millions | Operating Leases | Purchase Commitments | ||||||||
Due 2010 | 221 | 192 | ||||||||
Due from 2011 to 2014 | 374 | 53 | ||||||||
Due thereafter | 132 | 2 | ||||||||
(24) | LITIGATION AND CLAIMS |
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(25) | FINANCIAL RISK FACTORS |
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(26) | FINANCIAL RISK MANAGEMENT |
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• | Since the SAP Group’s entities generally operate in their functional currencies, the majority of our non-derivative monetary financial instruments such as cash, trade receivables, trade payables, loans to employees and third parties, bank liabilities, and other financial liabilities, are denominated in the respective entities’ functional currency. Thus, a foreign currency exchange rate risk in these transactions is non-existent. In exceptional cases and limited economic environments, operating transactions are denominated in currencies other than the functional currency, leading to a currency risk for the related monetary instruments. Where we hedge against currency impacts on cash flows, these foreign currency-denominated financial instruments are economically converted into the functional currency by the use of forward exchange contracts or options. Therefore, fluctuations in foreign currency exchange rates neither have a significant impact on profit nor on other components of equity with regard to our non-derivative monetary financial instruments. | |
• | Income or expenses on the non-derivative monetary financial instruments discussed above are always recognized in the relevant entity’s functional currency. Therefore, fluctuations in foreign currency exchange rates neither have a significant impact on profit nor on other components of equity in this regard. | |
• | Our free-standing derivatives designed for hedging currency risks almost completely balance the changes in the fair values of the hedged item attributable to exchange rate movements in the consolidated income statements in the same period. As a consequence, the hedged items and the hedging instruments are not exposed to currency risks with an effect on profit or other components of equity. |
• | Derivatives held within a designated cash-flow hedging relationship, and | |
• | Foreign currency embedded derivatives. |
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Start Date | End Date | Nominal Volume | Reference Rate | |||
April 9, 2009 | April 9, 2012 | €359.5 million | 3-month-EURIBOR | |||
April 9, 2009 | April 9, 2014 | €158 million | 3-month-EURIBOR | |||
June 2, 2009 | June 2, 2014 | €30 million | 3-month-EURIBOR |
• | Changes in interest rates only affect non-derivative fixed-rate financial instruments if they are recognized at fair value. As at December 31, 2009 we did not have non-derivative fixed-rate financial assets classified asavailable-for-sale or non-derivative fixed-rate financial liabilities designated as at fair value through profit or loss, an equity-related sensitivity calculation is not necessary. As our investment portfolio also contained fixed-rate financial assets from the euro zone during 2009, the data at year-end is not representative of the entire year of 2009. On average, our exposure to fair value |
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risk in 2009 with regards to investing activities was based on investments of €77 million, with a range of exposure on investments from a high of €199 million to a low of €0 million, which was also theyear-end exposure. |
• | Income or expenses for non-derivative financial instruments with variable interest are subject to interest rate risk if they are not hedged items in an effective hedging relationship. We therefore have no significant interest-rate risk arising from our financial liabilities and consider interest rate changes for our variable interest-rate investments in the profit-related sensitivity calculation. With respect to the invested amounts, the data at year-end is not representative of the year as a whole. On average, our exposure to cash flow interest rate risk in 2009 was based on investments of €847 million, with a range of exposure on investments from a high of €1.0 billion to a low of €330 million, which was also the year-end exposure. | |
• | Due to the aforementioned designation of interest rate derivatives to a cash flow-hedge relationship, the respective interest rate changes affect the respective amounts recorded in other components of equity. The movements related to the interest rate swaps’ variable leg are not reflected in the sensitivity calculation as they offset the variable interest-rate payments for the credit facility. We therefore only consider interest rate sensitivity in discounting the interest rate swaps’ fixed leg cash flows in the equity-related sensitivity calculation for the interest swaps in a hedge relationship. With respect to the borrowing and therefore hedged amounts, the data at year-end is not representative for the year as a whole, as significant debt amounts from a syndicated term loan raised in connection with the acquisition of Business Objects were paid back in 2009. On average, our exposure to interest rate risk in 2009 with regard to financing activities was based on borrowings of €2.03 billion, with a range of exposure on borrowings from a high of €3.0 billion to a low of €697 million, which was also theyear-end exposure. |
• | The gains/losses onavailable-for-sale financial assets positions in other components of equity. | |
• | The financial income, net for our variable interest-rate investments. | |
• | The effective portion of the interest rate cash-flow hedge in other components of equity. |
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(27) | ADDITIONAL FAIR VALUE DISCLOSURES ON FINANCIAL INSTRUMENTS |
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• | Level 1: Quoted prices in active markets for identical assets or liabilities. | |
• | Available-for-sale debt and equity investments: The fair values of these marketable securities are based on quoted market prices as at December 31. | |
• | Level 2: Inputs other than observable, either directly or indirectly, such as quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. | |
• | Derivative financial instruments: The fair value of foreign exchange forward contracts is based on discounting the expected future cash flows over the respective remaining term of the contracts using the respective deposit interest rates and spot rates. The fair value of the derivatives entered into to hedge our share-based compensation programs are calculated considering risk-free interest rates, the remaining term of the derivatives, the dividend yields, the stock price and the volatility of our share. Fair values of our derivative interest-rate contracts are calculated by discounting the expected future cash flows by taking the prevailing market and future rates for the remaining term of the contracts as a basis. | |
• | Available-for-sale equity investments in public companies: Certain of our equity investments in public companies are restricted from being sold for a limited period. Therefore, fair value is determined based on quoted market prices as at December 31, deducting a discount for the disposal restriction based on the premium for a respective put option. | |
• | Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. | |
• | Available-for-sale equity investments in private companies: For these investments in equity instruments primarily consisting of venture capital investments fair values could not readily be observed as they do not have a quoted market price in an active market. Also, calculating fair value by discounting estimated future cash flows is not possible as a determination of cash flows is not reliable. Therefore, for equity instruments in private companies, a Level 3 valuation technique is not applicable; such investments are accounted for at cost approximating fair value with impairment being assessed based on revenue multiples of similar companies and review of each investment’s cash position, financing needs, earnings and revenue outlook, operational performance, management and ownership changes, and competition. |
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• | Cash and cash equivalents, trade receivables, other non-derivative financial assets: Because the financial assets are primarily short-term it is assumed that their carrying values approximate their fair values. Non- interest-bearing or below market-rate loans to third parties or employees are discounted to the present value of estimated future cash flows using the original effective interest rate the respective borrower would have to pay to a bank for a similar loan. | |
• | Bank liabilities: As the majority of our bank liabilities are variable interest debts, their carrying values in general approximate their fair values. | |
• | Accounts payable, and other non-derivative financial liabilities: Because these financial liabilities are mainly short-term, their fair values approximate their carrying values. |
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• | The financial income, net also contains a share of the result of associates while associates are not financial instruments and | |
• | The net gains/losses on financial instruments containing income/expenses from the changes in the allowance for accounts receivables which are not included in financial income, net. |
a) | Employee Discounted Stock Purchase Programs (EDSP) |
b) | Cash-Settled Share-Based Payment Plans |
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• | The replaced awards were planned to be settled by issuing equity instruments whereas the replacing awards are settled in cash either via the CPM or via the LAM. | |
• | The replaced awards were indexed to Business Objects’ share price whereas the replacing awards are indexed to SAP’s share price as follows: SAP’s offering price for Business Objects shares during the tender offer (€42) is divided by SAP AG’s share price at the tender offer closing date (€32.28) and the result is multiplied by the weighted average closing price of the SAP share during the 20 trading days preceding the exercise or disposition date. |
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c) | Equity-Settled Share-Based Payment Plans |
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(29) | SEGMENT AND GEOGRAPHIC INFORMATION |
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• | The internal reporting to our CODM generally attributes revenue to the segment that is responsible for the related transaction regardless of revenue classification in our income statement. Thus, for example, the Training segment’s revenue includes certain amounts classified as software revenue in our Consolidated Income Statements. | |
• | The internal reporting to our CODM excludes share-based compensation expenses and — since 2009 — restructuring costs on segment level. These expenses are managed and reviewed at Group level only. | |
• | Differences in foreign currency translations result in deviations between the amounts reported internally to our CODM and the amounts reported in the Consolidated Financial Statements. | |
• | The revenue numbers in the internal reporting to our CODM include the support revenue that would have been reflected by acquired entities had it remained a stand-alone entity but which are not reflected as revenue under IFRS as a result of purchase accounting for support contracts in effect at the time of an acquisition. | |
• | The income measures in the internal reporting to our CODM include the full amount of support revenue and exclude the following acquisition-related charges: |
— | Amortization expense/impairment charges of intangibles acquired in business combinations and certain stand-alone acquisitions of intellectual property. | |
— | Expenses from purchased in-process research and development. | |
— | Restructuring expenses and settlements of pre-existing relationships. | |
— | Acquisition-related third-party costs that are required to be expensed. |
• | In 2009 we have modified the disclosure of the allocation of depreciation and amortization expense to our segments. For comparison purposes, the 2008 and 2007 figures in the tables presented have been adjusted accordingly. |
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1) | Europe, Middle East, Africa |
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1) | Europe, Middle East, Africa |
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1) | Europe, Middle East, Africa |
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1) | Europe, Middle East, Africa |
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(30) | BOARD OF DIRECTORS |
Membership on supervisory boards and other comparable | ||
governing bodies of enterprises, other than subsidiaries of | ||
EXECUTIVE BOARD | SAP on December 31, 2009 | |
Bill McDermott(from February 7, 2010) Co-Chief Executive Officer | Board of Directors, ANSYS, Inc., Canonsburg, PA, USA Board of Directors, Under Armour, Inc., Baltimore, MD, USA Board of Directors, PAETEC Communications, Inc., Fairport, NY, USA | |
Jim Hagemann Snabe (from February 7, 2010) | ||
Co-Chief Executive Officer | Board of Directors, Linkage A/S, Copenhagen, Denmark Board of Directors, Mannaz A/S, Horsholm, Denmark (until September 23, 2009) Board of Directors, Thrane & Thrane A/S, Lyngby, Denmark Supervisory Board, Crossgate AG, Munich, Germany | |
Dr. Werner Brandt Chief Financial Officer Labor Relations Director (acting) | Supervisory Board, Deutsche Lufthansa AG, Frankfurt am Main, Germany Supervisory Board, QIAGEN N.V., Venlo, the Netherlands Supervisory Board, Heidelberger Druckmaschinen AG, Heidelberg, Germany | |
Gerhard Oswald Chief Operating Officer | ||
Vishal Sikka (from February 7, 2010) Chief Technology Officer | ||
Prof. Dr. Claus E. Heinrich (until May 31, 2009) Labor Relations Director (until December 31, 2008) Global Human Resources (until December 31, 2008) Internal SAP IT Organisation (until December 31, 2008) SAP Labs Network (until December 31, 2008) | ||
Prof. Dr. Henning Kagermann (until May 31, 2009) Co-Chief Executive Officer Overall responsibility for SAP’s strategy and business development, Internal Audit, Top Talent Management | Supervisory Board, Deutsche Bank AG, Frankfurt am Main, Germany Supervisory Board, Münchener Rückversicherungs-Gesellschaft AG, Munich, Germany Board of Directors, Nokia Corporation, Espoo, Finland Supervisory Board, Deutsche Post AG, Bonn, Germany (from March 10, 2009) Board of Directors, Wipro Ltd., Bangalore, India (from October 27, 2009) | |
Erwin Gunst (until January 31, 2010) Chief Operating Officer Labor Relations Director Company Operations and Processes, Global Human Resources, Internal SAP IT, SAP Labs Network | ||
Léo Apotheker (until February 7, 2010) Chief Executive Officer Overall responsibility for SAP’s strategy, Marketing, Industry Solutions, Internal Audit, Global Communications | Supervisory Board, AXA, Paris, France Supervisory Board, Schneider Electric, Rueil-Malmaison, France | |
John Schwarz (until February 11, 2010) SAP BusinessObjects business unit, Global Ecosystem & Partner Group, Corporate Development | Board of Directors, Synopsys, Inc., Mountain View, CA, USA |
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Membership on other supervisory boards and comparable | ||
SUPERVISORY BOARD | governing bodies of enterprises other than SAP on December 31, 2009 | |
Prof. Dr. h.c. mult. Hasso Plattner(2),(4),(5),(7),(8),(9) Chairman | ||
Lars Lamadé(1),(4),(7) Deputy Chairman Project Manager Service & Support | ||
Pekka Ala-Pietilä(5),(8),(9) Co-founder and CEO Blyk Ltd. London, UK | Board of Directors, Pöyry Plc, Vantaa, Finland Board of Directors, CVON Group Limited, London, UK Board of Directors, CVON Limited, London, UK Board of Directors, CVON Innovations Limited, London, UK Board of Directors, Blyk Services Oy, Helsinki, Finland Board of Directors, CVON Innovation Services Oy, Turku, Finland Board of Directors, CVON Future Limited, London, UK Board of Directors, HelloSoft Inc., San José, USA Board of Directors, Blyk (NL) Ltd., London, UK Board of Directors, Blyk (DE) Ltd., London, UK Board of Directors, Blyk (ES) Ltd., London, UK Board of Directors, Blyk (BE) Ltd., London, UK Board of Directors, Blyk.nl NV, Amsterdam, Netherlands Board of Directors, Blyk.be SA, Hoeilaart, Belgium Board of Directors, Blyk International Ltd., London, UK (from December 10, 2009) | |
Thomas Bamberger(1),(3) COO Global Service & Support | ||
Panagiotis Bissiritsas(1),(2),(6) Support Expert | ||
Willi Burbach(1),(5),(7) Developer | ||
Prof. Dr. Wilhelm Haarmann(2),(6),(7) Attorney-at-law, certified public auditor, certified tax advisor HAARMANN Partnerschaftsgesellschaft, Rechtsanwälte, Steuerberater, Wirtschaftsprüfer, Frankfurt am Main, Germany | Supervisory Board, Aareon AG, Mainz, Germany (until July 1, 2009) Supervisory Board, Vodafone Holding GmbH, Düsseldorf, Germany | |
Peter Koop(1),(5),(7) Industry Business Development Expert | ||
Christiane Kuntz-Mayr(1),(5) Deputy Chairperson of the Works Council of SAP AG | ||
Bernard Liautaud (5) General Partner Balderton Capital, London, UK | Board of Directors, Clinical Solutions Holdings Ltd., Basingstoke, Hampshire, UK Board of Directors, nlyte Software Ltd., London, UK Board of Directors, Talend SA, Suresnes, France Board of Directors der Cap Gemini, Paris, France (from April 30, 2009) Board of Directors, Quickbridge (UK) Ltd., London, UK Board of Directors, Scansafe, Inc., Delaware, USA (from July 6, 2009 until December 4, 2009) | |
Dr. Gerhard Maier(1),(2),(3) Development Project Manager | ||
Dr. h. c. Hartmut Mehdorn(4),(6) Independent Consultant | Supervisory Board, DB Netz AG, Frankfurt am Main, Germany (until April 30, 2009) Supervisory Board, DEVK Deutsche Eisenbahn Versicherung Lebensversicherungsverein a.G., and DEVK Deutsche Eisenbahn Versicherung Sach- und HUK-Versicherungsverein a.G., Cologne, Germany (until June 5, 2009) Supervisory Board, Dresdner Bank AG, Frankfurt am Main, Germany (until May 11, 2009) Board of Directors, Air Berlin PLC, Rickmansworth, UK (from July 1, 2009) Advisory Board, Fiege-Gruppe, Greven, Germany (from August 1, 2009) |
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Prof. Dr.-Ing. Dr. h. c. Dr.-Ing. E. h. Joachim Milberg(2),(3),(5),(7),(8) Chairman of the Supervisory Board BMW AG, Munich, Germany | Supervisory Board, Bertelsmann AG, Gütersloh, Germany Supervisory Board, Festo AG, Esslingen, Germany Board of Directors, Deere & Company, Moline, Illinois, USA Supervisory Board, ZF Friedrichshafen AG, Friedrichshafen, Germany | |
Dr. Erhard Schipporeit(3),(9) Management Consultant | Supervisory Board, Talanx AG, Hanover, Germany Supervisory Board, Deutsche Börse AG, Frankfurt am Main, Germany Supervisory Board, HDI V.a.G., Hanover, Germany Supervisory Board, Hannover Rückversicherung AG, Hanover, Germany Supervisory Board, Career Concept AG, Munich, Germany (until June 9, 209) Supervisory Board, TUI Travel PLC, London, UK Supervisory Board, Fuchs Petrolub AG, Mannheim Board of Directors, Fidelity Advisor World Funds, Bermuda (from October 1, 2009) Board of Directors, Fidelity Funds SICAV, Luxemburg (from October 1, 2009) | |
Stefan Schulz(1),(4),(5),(6) Development Project Manager | ||
Prof. Dr.-Ing. Dr.-Ing. E. h. Klaus Wucherer (5) Managing Director of Dr. Klaus Wucherer Innovations- und Technologieberatung GmbH, Erlangen, Germany | Supervisory Board, BSH Bosch und Siemens Hausgeräte GmbH, Munich, Germany Supervisory Board, Dürr AG, Bietigheim-Bissingen, Germany (from November 3, 2009) Supervisory Board, Infineon Technologies AG, Munich, Germany Supervisory Board, LEONI AG, Nürnberg, Germany | |
Information as at December 31, 2009 | ||
(1) Elected by the employees | (6) Member of the Company’s Finance and Investment Committee | |
(2) Member of the Company’s Compensation Committee | (7) Member of the Company’s General Committee | |
(3) Member of the Company’s Audit Committee | (8) Member of the Company’s Nomination Committee | |
(4) Member of the Company’s Mediation Committee | (9) Member of the Company’s Special Committee | |
(5) Member of the Company’s Technology and Strategy | ||
Committee |
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(31) | RELATED PARTY TRANSACTIONS |
(32) | PRINCIPAL ACCOUNTANT FEES AND SERVICES |
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• | On February 7, 2010, we announced that the Supervisory Board had reached a mutual agreement with CEO Léo Apotheker not to extend his contract as a member of the Executive Board. Léo Apotheker resigned as CEO and from the Executive Board with immediate effect. | |
• | On the same day, Bill McDermott (head of our global field organization) and Jim Hagemann Snabe (head of business solutions and technology) were appointed as Co-CEOs. | |
• | At the same time, Vishal Sikka, our chief technology officer, was appointed to the Executive Board. | |
• | Shortly thereafter, on February 11, 2010, SAP announced that Gerhard Oswald, Executive Board member responsible for our global service and support, had also been appointed chief operating officer, replacing Erwin Gunst, who stepped down for health reasons. | |
• | At the same time, the Supervisory Board accepted the resignation of John Schwarz, the member of the Executive Board responsible for SAP BusinessObjects, our ecosystem, and corporate development, with immediate effect. |
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Profit/Loss(-) | Total Equity | Number of | ||||||||||||||||||
Total Revenue | After Tax for | as of | Employees as | |||||||||||||||||
as of December 31, 2009 | Ownership | in 20091) | 20091) | 12/31/20091) | of 12/31/20092) | |||||||||||||||
Name and Location of Company | % | €(000) | €(000) | €(000) | ||||||||||||||||
I. Subsidiaries | ||||||||||||||||||||
GERMANY | ||||||||||||||||||||
SAP Deutschland AG & Co. KG, Walldorf9) | 100,0 | 2.438.214 | 553.229 | 1.185.136 | 4.628 | |||||||||||||||
Steeb Anwendungssysteme GmbH, Abstatt8),9) | 100,0 | 62.584 | 2.660 | 11.984 | 202 | |||||||||||||||
SAP Puerto Rico GmbH, Walldorf7) | 100,0 | 12.694 | −1.612 | 822 | 31 | |||||||||||||||
SAP Passau GmbH & Co. KG, Passau9) | 100,0 | 2.679 | 93 | 93 | 0 | |||||||||||||||
SAF Germany GmbH, Konstanz3)4) | 70,9 | 1.003 | 80 | −421 | 0 | |||||||||||||||
SAP Beteiligungs GmbH, Walldorf | 100,0 | 3 | 2 | 44 | 0 | |||||||||||||||
SAP Dritte Beteiligungs- und Vermögensverwaltung GmbH, Walldorf4),5),9) | 100,0 | 0 | 48.588 | 527.070 | 0 | |||||||||||||||
SAP Projektverwaltungs- und Beteiligungs GmbH, Walldorf4),5),9) | 100,0 | 0 | 19.775 | 329.179 | 0 | |||||||||||||||
SAP Retail Solutions Beteiligungsgesellschaft mbH, Walldorf | 100,0 | 0 | 559 | 12.915 | 0 | |||||||||||||||
SAP Portals Europe GmbH, Walldorf4) | 100,0 | 0 | 479 | 123.234 | 0 | |||||||||||||||
SAP Foreign Holdings GmbH, Walldorf | 100,0 | 0 | 156 | 183 | 0 | |||||||||||||||
OutlookSoft Deutschland GmbH, Walldorf4) | 100,0 | 0 | 38 | −128 | 0 | |||||||||||||||
Wicommunications GmbH, Munich4) | 100,0 | 0 | 0 | 50 | 0 | |||||||||||||||
SAP Investment- und Beteiligungs GmbH, Walldorf | 100,0 | 0 | 0 | 33 | 0 | |||||||||||||||
SAP Hosting Beteiligungs GmbH, St. Leon-Rot | 100,0 | 0 | 0 | 26 | 0 | |||||||||||||||
SAP Zweite Beteiligungs- und Vermögensverwaltung GmbH, Walldorf5),9) | 100,0 | 0 | 0 | 25 | 0 | |||||||||||||||
SAP Vierte Beteiligungs- und Vermögensverwaltung GmbH, Walldorf | 100,0 | 0 | 0 | 25 | 0 | |||||||||||||||
SAP Portals Holding Beteiligungs GmbH, Walldorf4) | 100,0 | 0 | −3.761 | 925.295 | 0 | |||||||||||||||
SAP Erste Beteiligungs- und Vermögensverwaltung GmbH, Walldorf5),9) | 100,0 | 0 | −29.549 | 804.562 | 0 | |||||||||||||||
REST OF EUROPE, MIDDLE EAST, AFRICA | ||||||||||||||||||||
Business Objects Software Limited, Dublin, Ireland4) | 100,0 | 595.179 | 40.365 | 689.553 | 165 | |||||||||||||||
SAP (UK) Limited, Feltham, United Kingdom | 100,0 | 511.257 | 169.698 | 53.892 | 1.040 | |||||||||||||||
SAP France Holding S.A., Paris, France | 100,0 | 430.200 | 61.954 | 4.793.481 | 0 | |||||||||||||||
SAP (Schweiz) AG, Biel, Switzerland | 100,0 | 422.569 | 61.558 | 95.729 | 546 | |||||||||||||||
S.A.P. Nederland B.V., s-Hertogenbosch, the Netherlands | 100,0 | 314.003 | 45.440 | 285.142 | 407 | |||||||||||||||
SAP Italia Sistemi Applicazioni Prodotti in Data Processing S.p.A., Milan, Italy4) | 100,0 | 305.545 | 24.628 | 213.148 | 514 | |||||||||||||||
SAP France S.A., Paris, France | 100,0 | 248.598 | 123.188 | 1.709.117 | 1.482 | |||||||||||||||
Spain4) | 100,0 | 225.282 | 28.221 | 150.445 | 362 | |||||||||||||||
Limited Liability Company SAP CIS, Moscow, Russia | 100,0 | 197.626 | 19.773 | 109.594 | 467 | |||||||||||||||
SAP Belgium — Systems Applications and Products NV/SA, Brussels, Belgium4) | 100,0 | 172.912 | 13.235 | 85.300 | 254 | |||||||||||||||
SAP Österreich GmbH, Vienna, Austria | 100,0 | 171.946 | 20.087 | 25.046 | 369 | |||||||||||||||
Systems Applications Products South Africa (Proprietary) Limited, Johannesburg, South Africa4)8) | 89,5 | 147.018 | 15.804 | 23.781 | 318 |
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Profit/Loss(-) | Total Equity | Number of | ||||||||||||||||||
Total Revenue | After Tax for | as of | Employees as | |||||||||||||||||
as of December 31, 2009 | Ownership | in 20091) | 20091) | 12/31/20091) | of 12/31/20092) | |||||||||||||||
Name and Location of Company | % | €(000) | €(000) | €(000) | ||||||||||||||||
SAP Danmark A/S, Copenhagen, Denmark | 100,0 | 136.501 | 18.036 | 42.051 | 159 | |||||||||||||||
SAP Svenska Aktiebolag, Stockholm, Sweden | 100,0 | 99.866 | 6.005 | 23.513 | 123 | |||||||||||||||
SAP ČR, spol. s r.o., Prague, Czech Republic | 100,0 | 93.644 | 12.784 | 35.192 | 221 | |||||||||||||||
SAP Finland Oy, Espoo, Finland | 100,0 | 91.828 | 11.689 | 54.110 | 104 | |||||||||||||||
SAP Norge AS, Lysaker, Norway | 100,0 | 59.398 | 3.071 | 27.278 | 93 | |||||||||||||||
SAP Service and Support (Ireland) Limited, Dublin, Ireland | 100,0 | 54.731 | 1.639 | 25.692 | 639 | |||||||||||||||
SAP Polska Sp. z o.o., Warsaw, Poland | 100,0 | 53.798 | 5.660 | 22.317 | 130 | |||||||||||||||
SAP Middle East and North Africa L.L.C., Dubai, United Arab Emirates7) | 49,0 | 52.596 | −9.148 | 37.041 | 102 | |||||||||||||||
SAP Portugal — Sistemas, Aplicações e Produtos Informáticos, Sociedade Unipessoal, Lda., Paço de Arcos, Portugal | 100,0 | 50.632 | 3.883 | 22.436 | 95 | |||||||||||||||
Business Objects (UK) Limited, London, United Kingdom4) | 100,0 | 50.330 | 31.455 | 30.600 | 0 | |||||||||||||||
SAP Portals Israel Ltd., Ra’anana, Israel4) | 100,0 | 47.084 | 12.529 | 60.994 | 288 | |||||||||||||||
SAP Hungary Rendszerek, Alkalmazások és Termékek az Adatfeldolgozásban Informatikai Kft., Budapest, Hungary | 100,0 | 45.634 | 3.374 | 17.785 | 361 | |||||||||||||||
SAP Labs Israel Ltd., Ra’anana, Israel | 100,0 | 42.109 | 2.129 | 9.015 | 350 | |||||||||||||||
SAP Türkiye Yazilim Üretim ve Ticaret A.S., Istanbul, Turkey | 100,0 | 36.044 | 2.225 | 13.711 | 54 | |||||||||||||||
SAP Slovensko s.r.o., Bratislava, Slovakia | 100,0 | 35.524 | 2.289 | 16.865 | 133 | |||||||||||||||
SAP HELLAS SYSTEMS APPLICATIONS AND DATA PROCESSING S.A, Athens, Greece | 100,0 | 32.566 | 2.159 | 5.522 | 56 | |||||||||||||||
SAP LABS France S.A.S., Mougins, France | 100,0 | 25.269 | 1.597 | 10.911 | 181 | |||||||||||||||
Systems Applications Products Africa Region (Proprietary) Limited, Johannesburg, South Africa4)8) | 100,0 | 19.276 | −187 | 11.740 | 11 | |||||||||||||||
SAP Labs Bulgaria EOOD, Sofia, Bulgaria | 100,0 | 17.804 | 811 | 3.568 | 432 | |||||||||||||||
SAP Business Services Center Europe, s.r.o., Prague, Czech Republic | 100,0 | 17.043 | 1.165 | 5.547 | 289 | |||||||||||||||
SAP Saudi Arabia Software Trading Limited, Riyadh, Kingdom of Saudi Arabia | 51,0 | 15.621 | 810 | 8.541 | 11 | |||||||||||||||
SAF Simulation, Analysis and Forecasting AG, Tägerwilen, Switzerland3) | 70,9 | 15.342 | 526 | 30.070 | 68 | |||||||||||||||
SAP Romania SRL, Bucharest, Romania | 100,0 | 15.022 | 1.943 | 2.501 | 77 | |||||||||||||||
SAP Saudi Arabia Software Services Limited, Riyadh, Kingdom of Saudi Arabia | 100,0 | 12.662 | 966 | 25.531 | 7 | |||||||||||||||
SAP Israel Ltd., Ra’anana, Israel | 100,0 | 12.489 | −778 | −3.188 | 71 | |||||||||||||||
SAP sistemi, aplikacije in produkti za obdelavo podatkov d.o.o., Ljubljana, Slovenia | 100,0 | 11.667 | 1.054 | 5.238 | 19 | |||||||||||||||
Limited Liability Company SAP Ukraine, Kiev, Ukraine | 100,0 | 8.851 | −2.369 | −1.080 | 111 | |||||||||||||||
Highdeal S.A., Caen, France3) | 100,0 | 8.784 | −1.367 | 24.416 | 66 | |||||||||||||||
SAP EMEA Inside Sales S.L., Barcelona, Spain | 100,0 | 8.582 | 442 | 1.201 | 70 | |||||||||||||||
SAP d.o.o., Zagreb, Croatia | 100,0 | 8.438 | −822 | 607 | 18 | |||||||||||||||
SAP Labs Finland Oy, Espoo, Finland4)8) | 100,0 | 7.379 | 860 | 45.320 | 48 |
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Profit/Loss(-) | Total Equity | Number of | ||||||||||||||||||
Total Revenue | After Tax for | as of | Employees as | |||||||||||||||||
as of December 31, 2009 | Ownership | in 20091) | 20091) | 12/31/20091) | of 12/31/20092) | |||||||||||||||
Name and Location of Company | % | €(000) | €(000) | €(000) | ||||||||||||||||
Merlin Systems Oy, Espoo, Finland4) | 100,0 | 7.246 | 161 | 1.401 | 22 | |||||||||||||||
Limited Liability Company SAP Kazakhstan, Almaty, Kazakhstan | 100,0 | 7.152 | 271 | 1.102 | 9 | |||||||||||||||
Systems Applications Products Nigeria Limited, Abuja, Nigeria4) | 100,0 | 6.171 | 984 | 822 | 10 | |||||||||||||||
SAP West Balkans d.o.o., Belgrade, Serbia | 100,0 | 6.071 | 38 | 989 | 30 | |||||||||||||||
SAP Ireland Limited, Dublin, Ireland | 100,0 | 5.719 | −262 | −1.958 | 8 | |||||||||||||||
SAP CYPRUS Ltd, Nicosia, Cyprus4) | 100,0 | 2.893 | −14 | −1.821 | 2 | |||||||||||||||
SAP BULGARIA EOOD, Sofia, Bulgaria4) | 100,0 | 2.798 | 369 | 980 | 12 | |||||||||||||||
Crystal Decisions France S.A.S., Levallois-Perret, France4) | 100,0 | 2.575 | −56 | 7.324 | 0 | |||||||||||||||
SAP UAB (Lithuania), Vilnius, Lithuania | 100,0 | 1.701 | −378 | 219 | 4 | |||||||||||||||
SAF Simulation, Analysis and Forecasting Slovakia s.r.o., Bratislava, Slovakia3),4) | 70,9 | 1.199 | 223 | 730 | 20 | |||||||||||||||
SAP Estonia OÜ, Tallinn, Estonia | 100,0 | 1.140 | −6 | −1 | 1 | |||||||||||||||
SAP Latvia SIA, Riga, Latvia | 100,0 | 838 | −363 | −646 | 1 | |||||||||||||||
SAP Public Serv. Hungary, Budapest, Hungary3) | 100,0 | 101 | 22 | 133 | 5 | |||||||||||||||
Systems Applications Products (Africa) (Proprietary) Limited, Johannesburg, South Africa | 100,0 | 0 | 3.592 | 83.945 | 0 | |||||||||||||||
Armstrong Laing Limited, London, United Kingdom4) | 100,0 | 0 | 2.128 | 2.885 | 0 | |||||||||||||||
Crystal Decisions UK Limited, London, United Kingdom4) | 100,0 | 0 | 1.608 | 671 | 0 | |||||||||||||||
Crystal Decisions Holding Limited, Dublin, Ireland4) | 100,0 | 0 | 276 | 77.495 | 0 | |||||||||||||||
TomorrowNow (UK) Limited, Feltham, United Kingdom4) | 100,0 | 0 | 261 | −392 | 0 | |||||||||||||||
Business Objects Holding B.V., s-Hertogenbosch, the Netherlands4) | 100,0 | 0 | 254 | 35.973 | 0 | |||||||||||||||
Crystal Decisions (Ireland) Limited, Dublin, Ireland4) | 100,0 | 0 | 250 | 44.408 | 0 | |||||||||||||||
OutlookSoft EURL, Paris, France4) | 100,0 | 0 | 103 | −1.337 | 0 | |||||||||||||||
Set Analyzer UK Limited, London, United Kingdom4) | 100,0 | 0 | 78 | 978 | 0 | |||||||||||||||
Blue-Edge Software Limited, London, United Kingdom4) | 100,0 | 0 | 77 | 0 | 0 | |||||||||||||||
Edgewing Limited, London, United Kingdom4) | 100,0 | 0 | 9 | −378 | 0 | |||||||||||||||
SAP Nederland Holding B.V., s-Hertogenbosch, The Netherlands3) | 100,0 | 0 | 5 | 517.988 | 0 | |||||||||||||||
Maxware AS , Trondheim, Norway4) | 100,0 | 0 | 0 | 7.638 | 0 | |||||||||||||||
Wicom Communications AB, Enebyberg, Sweden4) | 100,0 | 0 | 0 | 9 | 0 | |||||||||||||||
Armstrong Laing (North America) Limited, London, United Kingdom4) | 100,0 | 0 | −1 | 1 | 0 | |||||||||||||||
Cartesis UK Limited, London, United Kingdom4) | 100,0 | 0 | −3 | 1.081 | 0 | |||||||||||||||
Visiprise UK Limited, Aberdeenshire, United Kingdom4) | 100,0 | 0 | −8 | 0 | 0 | |||||||||||||||
SAP Commercial Services Ltd., Valetta, Malta | 100,0 | 0 | −14 | −5 | 0 | |||||||||||||||
SAP Malta Investments Ltd., Valetta, Malta | 100,0 | 0 | −14 | −5 | 0 | |||||||||||||||
Inxight Software UK Limited, London, United Kingdom4) | 100,0 | 0 | −22 | 138 | 0 | |||||||||||||||
Ambin Properties (Proprietary) Limited, Johannesburg, South Africa4) | 100,0 | 0 | −50 | −412 | 0 |
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Profit/Loss(-) | Total Equity | Number of | ||||||||||||||||||
Total Revenue | After Tax for | as of | Employees as | |||||||||||||||||
as of December 31, 2009 | Ownership | in 20091) | 20091) | 12/31/20091) | of 12/31/20092) | |||||||||||||||
Name and Location of Company | % | €(000) | €(000) | €(000) | ||||||||||||||||
Maxware UK Limited, Feltham, United Kingdom4) | 100,0 | 0 | −85 | 22 | 0 | |||||||||||||||
TomorrowNow Nederland B.V., Amsterdam, the Netherlands | 100,0 | 0 | −434 | −2.901 | 2 | |||||||||||||||
OutlookSoft Italia S.r.l., Milan, Italy4) | 100,0 | −4 | −14 | 621 | 0 | |||||||||||||||
Millsgate Holding B.V., Amsterdam, the Netherlands4) | 100,0 | — | — | — | — | |||||||||||||||
AMERICAS | ||||||||||||||||||||
SAP America, Inc., Newtown Square, Pennsylvania, USA | 100,0 | 2.757.437 | 253.588 | −169.097 | 5.097 | |||||||||||||||
SAP Canada Inc., Toronto, Canada | 100,0 | 484.649 | 32.494 | 339.651 | 1.966 | |||||||||||||||
SAP LABS, LLC, Palo Alto, California, USA4) | 100,0 | 356.171 | 12.799 | 88.112 | 1.742 | |||||||||||||||
SAP Brasil Ltda, São Paulo, Brazil | 100,0 | 272.156 | 16.507 | 90.085 | 816 | |||||||||||||||
SAP Public Services , Inc., Washington , D.C., USA4) | 100,0 | 269.441 | 26.918 | 215.015 | 218 | |||||||||||||||
SAP Global Marketing , Inc., New York, USA | 100,0 | 180.515 | 3.320 | 15.713 | 429 | |||||||||||||||
SAP México S.A. de C .V., Mexico City, Mexico | 100,0 | 170.809 | −11.786 | 28.385 | 353 | |||||||||||||||
SAP Industries, Inc., Scottsdale, Arizona, USA4),7) | 100,0 | 130.072 | 11.398 | 330.651 | 251 | |||||||||||||||
SAP ARGENTINA S.A., Buenos Aires, Argentina | 100,0 | 88.080 | 2.450 | 15.172 | 432 | |||||||||||||||
SAP Governance Risk & Compliance, Inc., Palo Alto, California, USA4) | 100,0 | 54.750 | 17.192 | 351.595 | 95 | |||||||||||||||
Visiprise, LLC, Alpharetta, Georgia, USA4) | 100,0 | 44.633 | 9.496 | 94.055 | 151 | |||||||||||||||
SAP International, Inc., Miami, Florida, USA4) | 100,0 | 43.687 | 1.782 | 10.267 | 42 | |||||||||||||||
SAP Colombia S.A.S., Bogota, Colombia3) | 100,0 | 40.841 | 4.408 | −14.840 | 148 | |||||||||||||||
SAP Andina y del Caribe C.A., Caracas, Venezuela7) | 100,0 | 40.300 | −43.232 | −18.014 | 84 | |||||||||||||||
Business Objects Data Integration, Inc., Wilmington, Delaware, USA4) | 100,0 | 34.037 | 12.519 | 77.582 | 0 | |||||||||||||||
OutlookSoft Corporation, Stamford, Connecticut, USA4) | 100,0 | 33.097 | 8.396 | 262.273 | 0 | |||||||||||||||
SAP PERU S.A.C., Inc., Lima, Peru3) | 100,0 | 16.798 | −655 | −2.930 | 43 | |||||||||||||||
SAP Government Support & Services, Inc., Newtown Square, Pennsylvania, USA4) | 100,0 | 12.862 | 2.512 | 2.247 | 31 | |||||||||||||||
Frictionless Commerce, Inc., Newtown Square, Pennsylvania, USA4) | 100,0 | 4.176 | 1.135 | 33.675 | 0 | |||||||||||||||
SAF Simulation, Analysis and Forecasting U.S.A., Inc., Grapevine, Texas, USA3),4) | 70,9 | 3.804 | 76 | 116 | 13 | |||||||||||||||
Highdeal, Inc., New York, USA3),4) | 100,0 | 2.188 | 433 | −211 | 14 | |||||||||||||||
Clear Standards, Inc., Sterling, Virginia, USA3),4) | 100,0 | 51 | −1.317 | 16.018 | 15 | |||||||||||||||
HMS Software, LLC, Alpharetta, Georgia, USA4) | 100,0 | 541 | −275 | 42.330 | 0 | |||||||||||||||
Maxware, Inc., Newtown Square, Pennsylvania, USA4) | 100,0 | 229 | 145 | −72 | 0 | |||||||||||||||
SAP Georgia, LLC, Newtown Square, Pennsylvania, USA4) | 100,0 | 91 | −107 | 8.927 | 0 | |||||||||||||||
SAP Financial Inc., Toronto, Canada4) | 100,0 | 0 | 22.989 | 6.522 | 0 | |||||||||||||||
SAP Investments, Inc., Wilmington, Delaware, USA4) | 100,0 | 0 | 6.890 | 561.101 | 0 | |||||||||||||||
110405, Inc., Newtown Square, Pennsylvania, USA | 100,0 | 0 | 5 | 14.503 | 0 | |||||||||||||||
Cartesis Canada, Inc., Toronto, Canada | 100,0 | 0 | 2 | 0 | 0 | |||||||||||||||
Business Objects Argentina S.R.L., Buenos Aires, Argentina4) | 100,0 | 0 | 0 | 81 | 0 | |||||||||||||||
Advance Info Systems, Inc., Toronto, Canada4) | 100,0 | 0 | 0 | 0 | 0 |
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Profit/Loss(-) | Total Equity | Number of | ||||||||||||||||||
Total Revenue | After Tax for | as of | Employees as | |||||||||||||||||
as of December 31, 2009 | Ownership | in 20091) | 20091) | 12/31/20091) | of 12/31/20092) | |||||||||||||||
Name and Location of Company | % | €(000) | €(000) | €(000) | ||||||||||||||||
Business Objects Option, LLC, Wilmington, Delaware, USA4) | 100,0 | 0 | −20 | 57.006 | 0 | |||||||||||||||
Enterprise Performance Improvement Organizational Software Consultants, Inc., Toronto, Canada4) | 100,0 | 0 | −36 | 33 | 0 | |||||||||||||||
INEA Corporation USA, Wilmington, Delaware, USA4) | 100,0 | 0 | −415 | −5.519 | 0 | |||||||||||||||
TomorrowNow, Inc., Bryan, Texas, USA4) | 100,0 | 0 | −20.022 | −18.899 | 4 | |||||||||||||||
Inxight Federal Systems Group, Inc., Wilmington, Delaware, USA4) | 100,0 | −44 | −285 | 91 | 0 | |||||||||||||||
Khimetrics Canada, Inc., Montreal, Canada4) | 100,0 | — | — | — | — | |||||||||||||||
Liberia LLC, Wilmington, Delaware, USA3),4) | 100,0 | — | — | — | — | |||||||||||||||
ASIA PACIFIC JAPAN | ||||||||||||||||||||
SAP JAPAN Co., Ltd., Tokyo, Japan | 100,0 | 494.540 | 29.251 | 326.856 | 1.140 | |||||||||||||||
SAP Australia Pty Limited, Sydney, Australia | 100,0 | 341.950 | 34.758 | 136.889 | 524 | |||||||||||||||
SAP (Beijing) Software System Co., Ltd., Beijing, China | 100,0 | 195.273 | 8.563 | 59.953 | 1.889 | |||||||||||||||
SAP INDIA PRIVATE LIMITED, Bangalore, India4) | 100,0 | 180.514 | 14.212 | 129.002 | 1.163 | |||||||||||||||
SAP Asia Pte Limited, Singapore | 100,0 | 170.001 | 10.242 | 14.136 | 607 | |||||||||||||||
SAP Labs India Private Limited, Bangalore, India | 100,0 | 111.079 | −6.668 | 17.358 | 4.082 | |||||||||||||||
SAP Korea Limited, Seoul, South Korea | 100,0 | 74.395 | 4.422 | 17.283 | 181 | |||||||||||||||
SAP Malaysia Sdn. Bhd., Kuala Lumpur, Malaysia | 100,0 | 44.485 | 3.829 | 14.766 | 129 | |||||||||||||||
SAP TAIWAN CO., LTD., Taipei , Taiwan | 100,0 | 32.696 | 2.104 | 12.280 | 67 | |||||||||||||||
SAP HONG KONG CO. LIMITED, Hong Kong, China | 100,0 | 25.148 | −277 | 4.494 | 62 | |||||||||||||||
SAP New Zealand Limited, Auckland, New Zealand | 100,0 | 23.085 | 1.894 | 19.667 | 36 | |||||||||||||||
Business Objects Software (Shanghai) Co., Ltd., Shanghai, China | 100,0 | 16.019 | 4.071 | 3.396 | 197 | |||||||||||||||
SAP SYSTEMS, APPLICATIONS AND PRODUCTS IN DATA PROCESSING (THAILAND) LTD., Bangkok, Thailand10) | 49,0 | 15.872 | −215 | 24.415 | 39 | |||||||||||||||
PT SAP Indonesia, Jakarta, Indonesia | 100,0 | 14.812 | 4.473 | 16.881 | 45 | |||||||||||||||
SAP PHILIPPINES, INC., Makati, Philippines | 100,0 | 13.543 | 1.584 | 5.630 | 33 | |||||||||||||||
Business Objects Australia Pty Limited, Sydney, Australia4) | 100,0 | 5.365 | −927 | 13.080 | 0 | |||||||||||||||
SAP R&D Center Korea, Inc., Seoul, South Korea4) | 100,0 | 4.697 | 192 | 13.710 | 55 | |||||||||||||||
TomorrowNow Australia Pty Limited, Sydney, Australia4) | 100,0 | 0 | 280 | 311 | 0 | |||||||||||||||
Business Objects Asia Pacific Pte Limited, Singapore4) | 100,0 | 0 | 91 | 33.584 | 0 | |||||||||||||||
Business Objects Greater China Limited, Hong Kong, China | 100,0 | 0 | 75 | 368 | 0 | |||||||||||||||
SAP INDIA (HOLDING) PTE LTD, Singapore | 100,0 | 0 | 3 | 259 | 0 | |||||||||||||||
Crystal Decisions (Hong Kong) Limited, Hong Kong, China4) | 100,0 | 0 | 0 | 68 | 0 | |||||||||||||||
Edgewing Australia Pty Limited, Sydney, Australia4) | 100,0 | 0 | −15 | 0 | 0 | |||||||||||||||
Business Objects Malaysia Sdn. Bhd., Kuala Lumpur, Malaysia4) | 100,0 | 0 | −16 | 217 | 0 | |||||||||||||||
TomorrowNow Singapore Pte Limited, Singapore4) | 100,0 | 0 | −107 | 79 | 0 |
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Profit/Loss(-) | Total Equity | Number of | ||||||||||||||||||
Total Revenue | After Tax for | as of | Employees as | |||||||||||||||||
as of December 31, 2009 | Ownership | in 20091) | 20091) | 12/31/20091) | of 12/31/20092) | |||||||||||||||
Name and Location of Company | % | €(000) | €(000) | €(000) | ||||||||||||||||
II. INVESTMENTS IN ASSOCIATES | ||||||||||||||||||||
RIB Software AG, Stuttgart, Germany | 7,15 | 29.900 | 5.900 | 42.300 | 220 | |||||||||||||||
ArisGlobal Holdings, LLC, Stamford, Connecticut, USA4) | 16,00 | 28.193 | 2.190 | 4.373 | 659 | |||||||||||||||
Procurement Negócios Eletrônicos S/A, Rio de Janeiro, Brazil4) | 17,00 | 9.693 | 550 | 13.101 | 0 | |||||||||||||||
Original1 GmbH in Gründung, Frankfurt am Main, Germany | 40,00 | 0 | 0 | 25 | 0 | |||||||||||||||
Greater Pacific Capital (Cayman), L.P., Grand Cayman, Cayman Islands | 5,35 | − | − | − | 0 |
1) | These figures are based on our local IFRS financial statements prior to eliminations resulting from consolidation and therefore do not reflect the contribution of these companies included in the Consolidated Financial Statements. The translation of the equity into group currency is based on period-end closing exchange rates, and on average exchange rates for revenue and net income/loss. | |
2) | As at December 31, 2009, including managing directors, in FTE. | |
3) | Consolidated for the first time in 2009. | |
4) | Wholly or majority-owned entity of a subsidiary. | |
5) | Entity with profit and loss transfer agreement. | |
6) | The remaining shares are held by a trustee. | |
7) | Restructured and/or renamed in 2009. | |
8) | Entity w ith profit and loss transfer agreement: Statement before the posting of prof it/loss transfer for previous year. | |
9) | Pursuant to HGB, section 264 (3) or section 264b, the subsidiaries are exempt from applying certain legal requirements to their statutory stand-alone financial statements including the requirement to prepare notes to the financial statements and a review of operations, the requirement of independent audit and the requirement of public disclosure. |
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as of December 31, 2009 | ||||
Name and Location of Company | ||||
III. OTHER EQUITY INVESTMENTS (ownership 5 or more percent) | ||||
ABACO Mobile, Inc., Atlanta, Georgia, USA | ||||
Apriso Corporation, Long Beach, California, USA | ||||
Connectiva Systems, Inc., New York, USA | ||||
Crossgate AG, Munich, Germany | ||||
Dacos Software GmbH, Saarbrücken, Germany | ||||
Deutsches Forschungszentrum für Künstliche Intelligenz GmbH, Kaiserslautern, Germany | ||||
Ignite Technologies, Inc., Frisco, Texas, USA | ||||
InnovationLab GmbH, Heidelberg, Germany | ||||
iTAC Software AG, Dernbach, Germany | ||||
iYogi Holdings Pvt. Ltd., Port Louis, Mauritius | ||||
MVP Strategic Partnership Fund GmbH & Co. KG, Grünwald, Germany | ||||
Onventis GmbH, Stuttgart, Germany | ||||
Orbian Corporation Limited, Hamilton, Bermuda, United Kingdom | ||||
Particle Computer GmbH i.L., Karlsruhe, Germany | ||||
Post for Systems, Cairo, Egypt | ||||
Powersim Corporation, Herndon, Virginia, USA | ||||
QCLS Corporation, San Jose, California, USA | ||||
Qumu, Inc., San Bruno, California, USA | ||||
Realize Corporation, Tokyo, Japan | ||||
Retail Solutions, Inc. (legal name: T3C, Inc.), Sunnyvale, California, USA | ||||
Return Path, Inc., New York, USA | ||||
Smart City Planning, Inc., Tokyo, Japan | ||||
SupplyOn AG, Hallbergmoos, Germany | ||||
Venture-Capital Beteiligung GbR mbH (in Liquidation), Stuttgart, Germany | ||||
Zend Technologies Ltd., Ramat Gan, Israel |
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(a) | Pensions and Similar Obligations |
1. | As allowed under IFR 1, we elected to recognize all cumulative actuarial gains and losses at January 1, 2006 (SAP’s transition date to IFRS) with a corresponding offset in retained earnings. The full recognition of the defined benefit obligation in the opening balance sheet led to a lower amount in retained earnings under IFRS. We also recognized actuarial gains and losses after the initial adoption of IFRS in retained earnings. In contrast, the derecognition of the additional minimum liability provided for in accordance with Topic 715, resulted in a lower amount in retained earnings under U.S. GAAP. | |
2. | Under U.S. GAAP, the cumulative actuarial gains and losses are presented as a component of other comprehensive income. Under IFRS, these are presented within retained earnings, thus resulting in a reclassification adjustment. |
(b) | Termination Benefits |
(c) | Litigation Risks |
(d) | Customer-Related Obligations |
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(e) | Share-Based Compensation Programs |
(f) | Exchange Differences |
(g) | Change in Presentation of Minority Interest and Adjustments |
(h) | Other Reconciling Items |
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(i) | Deferred Taxes |
(j) | IFRIC 13 adjustment |
S-5