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Shareholder structure

In document Stand Out in the. Digital World (Page 38-42)

The Software AG Foundation is still the largest Software AG shareholder and anchor investor with some 29 percent of shares outstanding. The Software AG Foundation is an inde-pendent, non-profit organization under civil law based in Darmstadt, Germany. It is committed to projects that support early education, training, children, the disabled and the el-derly. The foundation also sponsors a wide variety of scien-tific and environmental activities.

2014

Closing price in € 20.20

Year high in € 29.11

Year low in € 17.75

Total number of shares at year-end 86,943,945

Market capitalization at year-end in € millions 1,756.3

Free float as % 62.06

Source: XETRA closing prices

Software AG held a balance of approximately 8,025,101 treasury shares (9.2 percent of Software AG’s share capital) at the end of 2014. Software AG’s free float—based on the stock positions of the balance held by Software AG Founda-tion and the Company’s treasury shares—is about 62 per-cent. This is calculated as defined by the Deutsche Börse as the percentage of a stock corporation’s shares that can be traded freely on the stock market because they are not held by long-term investors.

Software AG has a broad investor base consisting of private and institutional investors in Germany and abroad. A regional analysis of the identified free float shows that 35 percent is held in Germany, 24 percent in the USA, 14 percent in Scan-dinavia and 10 percent in the U.K. Additionally, 6 percent of Software AG’s investors are located in France and 3 percent in Benelux.

Since mid-2014 we have noted increased interest among long-term-oriented investors who prefer companies with strong cash flow and attractive dividend yields. Soft-ware AG’s sustainably profitable and growing maintenance business is especially attractive to this target group.

Aside from the Software AG Foundation and Software AG, only Fidelity FMR LLC held a percentage of voting shares (3.5 percent) that exceeded the disclosure threshold pursu-ant to stock corporation law at the end of 2014.

For up-to-date information on Software AG’s shareholder structure, please refer to:

www.softwareag.com/corporate/inv_rel/stockinfo/wphg

In addition to engaging in an ongoing dialog with existing shareholders, active investor relations work also involves the targeted expansion of that base. Addressing potential investors directly is a challenging aspect of investor relations work and requires the precise analysis of financial markets by region. Software AG’s Investor Relations team will con-tinue to focus on proactively addressing long-term-oriented value investors in the current year. In line with the Com-pany’s medium-term target to increase profit margin and earnings with moderate organic growth through ongoing improvement to productivity, a sustainable business model with strong cash flow and continuous dividend growth are key investment criteria.

In the year under review, we met with many existing and prospective investors during 17 conferences held in Germany, the United Kingdom, the USA and elsewhere. The Manage-ment Board and Investor Relations team conducted one-on-one and group interviews during 21 days of road shows in the major financial hubs of Europe and the USA. Investors also took advantage of the option to receive information via telephone or a visit to Software AG’s corporate headquarters in Darmstadt, Germany.

* Adjusted for 3:1 stock split, rounded

** Dividend proposal, subject to shareholder approval in May 2015

2007 2008 2009 2010 2011 2012 2013 2014

0.37 *

We were able to discuss our business model and corporate strategy with more than 400 investors and analysts in fiscal 2014.

Our annual Investor Days in Darmstadt and the presence of our Investor Relations team at Cebit provided excellent opportunities for investors and analysts to hear about the latest trends, products and services as well as our corporate strategy. Customers gained valuable insight on our portfolio strategy and new Digital Business Platform at our inter-national Innovation World event in New Orleans.

Software AG has been participating in the Level I American Depositary Receipt (ADR) program since 2005. It enables American investors to buy and sell non-U.S. securities in U.S. dollars. The goal is to heighten awareness and visibility of Software AG among U.S. investors.

Financial analysts’ reports and assessments are a key source of information for investors and the financial media. Soft-ware AG continued to enjoy a high level of attention from financial analysts in 2014. This was reflected in the number and standing of the reporting institutions. Analysts from 23 investment banks currently cover Software AG regularly publishing study results. Software AG’s share was given a neutral or positive rating by 18 financial analysts at the beginning of February 2015. The average target stock price expected by all analysts was €23.

Software AG Foundation Retail investors and undisclosed institutional investors worldwide

* Source: ThomsonOne, Software AG data, February 2015

Treasury shares

North America Germany

Institutional investors by region

Public funds/

institutional investors *

9%

24%

29%

38%

France

6%

U.K.

10%

Rest of world

11%

Scandinavia

14% 24%

35%

Software AG’s Investor Relations team continued its com-mitment to comprehensive and prompt communication with all capital market participants in 2014. Software AG’s high internal standards require that all investors are provided with the same level of information and that any misunder-standings are quickly dispelled. Ongoing improvement is of utmost priority. That includes embracing feedback from target groups to continuously optimize communication.

A wide variety of events, meetings, telephone conferences, the Annual Shareholders’ Meeting and the IR website form the foundation of Software AG’s Investor Relations work.

Software AG’s Investor Relations activities were again well received by capital market as illustrated by the German Investor Relations prize. Software AG was ranked third in the TecDAX by Wirtschaftswoche and Thomson Reuters Extel.

Furthermore, two members of Software AG’s Investor Rela-tions team were chosen among the top 5 IR managers in the European software and service sector.

We provide all members of the capital market with key up-to-date information on the Investor Relations website.

These efforts were acknowledged in the annual IR Bench-mark website ranking conducted by NetFederation, which again placed Software AG’s Investor Relations website in first place in the TecDAX.

ISIN DE 0003304002

WKN 330400

Symbol SOW

Reuters SOWG.DE

Bloomberg SOW GY

Stock exchange Frankfurt

Market segment Prime Standard

Index TecDAX

IPO on April 26, 1999

Issue price €30 *

Stock split 1:3 (2011)

* Before 3-for-1 stock split (May 2011)

CDAX-GESAMTINDEX (PERF) DAX INTERN.100 TR EUR DAXPL.MAXIM.DIVI.TR.EUR DAXPLUS FAM.30 TR EUR DAXPLUS FAMILY PERF.-IND.

DAXSEC. ALL SOFTWARE TR DAXSECTOR SOFTWARE TR DAXSUB. ALL SOFTW.TR DAXSUBSEC. SOFTWARE.PR DAXSUPERS.INFOR.TE.TR HDAX PERFORMANCE-INDEX MIDCAP MKT TR

Prime ALL SH. TR TECDAX TR

TECHN. ALL SHARE TR

All information contained in this statement on

In document Stand Out in the. Digital World (Page 38-42)