Comarch Acquires German Software Producer SoftM AG

14 November 2008

Comarch has signed an agreement to acquire 50.15% of the shares in the Frankfurt-listed company SoftM Software und Beratung AG of Munich, which is the nineteenth biggest player on the German software production market. The software producer is listed in the ‘Prime Standard’ segment. In line with German law, Comarch is obliged to conduct a call to tender for the remaining shares. The final combined value of the transaction could be greater than 22 million euros.

SoftM is a software producer and IT systems integrator with a 2% share of the German ERP (enterprise resource planning) market. The SoftM Group employs 420 people and is active in Germany, Switzerland, Austria, France, the Czech Republic and Poland. The group supplies IT services and solutions to more than 4,000 customers and targets its products – including its flagship products: Semiramis, SharkNex and SoftM Suite – chiefly at companies in the MSP (managed service provider) sector. The group’s revenue in 2007 was close to 60 million euros with EBITDA (earnings before interest, taxes, depreciation, and amortization) greater than 3 million euros.

SoftM shares were acquired by Comarch Software AG of Dresden, which is a Comarch SA subsidiary. Comarch Software AG signed an agreement to buy 1.75 million shares from physical persons who are current SoftM shareholders for 6.038 million euros with a subsequent agreement signed to take up a new issue of 1.5 million shares at a price of 5.175 million euros. This will give Comarch Software AG a majority stake in SoftM. The combined cost of the acquisition of shares is greater than 11.2 million euros. The acquisition has been financed entirely from Comarch SA’s own resources.

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