SAP AG today announced that it has completed the acquisition of Sybase, Inc. The acquisition was completed via a short-form merger under Delaware law pursuant to which Sheffield Acquisition Corp., an indirectly wholly owned subsidiary of SAP, was merged with and into Sybase, with Sybase surviving the merger as a wholly owned subsidiary of SAP America, U.S. operating subsidiary of SAP. As a result of the merger, all outstanding shares of Sybase that were not tendered into the previously completed tender offer (other than shares held by Sybase, SAP America or any of their wholly-owned subsidiaries, and shares held by stockholders that properly exercise appraisal rights under Delaware law) were converted into the right to receive $65.00 per share in cash without interest and subject to any required withholding of taxes, the same consideration paid to stockholders in the tender offer.
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