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Agreement to Acquire Steeb Signed / All for One Midmarket AG

Negotiations with SAP AG concluded / All for One to take over 100% of Steeb / Andreas Naunin to move from SAP to All for One

Filderstadt, 10 November 2011 – All for One and SAP have concluded the exclusive negotiations that were announced on 15 September 2011. As a result All for One Midmarket AG will acquire from SAP AG, Walldorf, 100% of the shareholdings in Steeb Anwendungssysteme GmbH, Abstatt. The corresponding share purchase agreement was signed today. The acquisition is to be completed before the end of 2011, assuming approval by the antitrust authorities amongst other things. The actual purchase price, which will be mostly debt-financed, is in the mid-double-digit-million range and will depend largely on the balance sheet structure at the time the acquisition is closed.

Following the completion of the integration phase (financial year 2011/12 ending on 30 September 2012), the newly formed All for One expects to post total sales revenues of more than EUR 160 million with the first full-year inclusion of Steeb in the financial year 2012/13. By that time the aspired EBIT margin should already be above 5%.

This Steeb acquisition will see All for One and SAP closing ranks even further. Andreas Naunin, previously the Head of SME and a member of the Management Board of SAP Deutschland AG & Co. KG, will move to All for One. The newly formed company will support and service the largest installed SAP customer base in the German-language midmarket segment. The objective is to more rapidly expand the company’s leading position in the growing markets for the SAP Business Suite, SAP Business Analytics, SAP Mobile Solutions, SAP Outsourcing Services and SAP Business ByDesign among small to mid-size enterprises.

In addition to Andreas Naunin, Gerd Scheuerer, Manager Consulting, Service and Support at Steeb, will also join the All for One management team that is presently comprised of Wolfgang Räth, Andree Stachowski and Ralf Linha. No changes will be made to the current Management Board of Lars Landwehrkamp (Chief Executive Officer) and Stefan Land (Chief Financial Officer).

The core strategic elements of »SME – Small and Mid-Size Enterprises«, »Industry Expertise« and »Customer Centric« will form the basis for the newly organised company. This is why Steeb’s business locations will be maintained even after the acquisition is completed. DCW and SC/400 clients will continue to enjoy the same level of support and service as before. The industry focus will remain on equipment and machinery manufacturers, the automotive industry and the project-services sector, and see the addition of technical wholesaling and the consumer goods industry. The geographical focus will be on what is called the DACH region of Germany, Austria and Switzerland. All for One will serve its globally operating customers through the United VARs partner network whose activities it co-ordinates in 57 countries.

Michael Kleinemeier, Regional President Region DACH and Managing Director of SAP Deutschland AG & Co. KG: »This combination of All for One and Steeb will create a strong partner in the German-language SAP midmarket segment. The key factor behind this new arrangement was the tremendous growth potential that we anticipate for SAP itself, the newly formed company, and the entire ecosystem in our home market of Germany«.

Andreas Naunin, All for One Management: »In my role as the executive responsible for small and mid-size enterprises as part of management at SAP Germany, I was always excited about the outstanding results that All for One and Steeb produced. For me personally it will be a real pleasure and a unique challenge to join with my new colleagues to help shape the integration process for these two great companies, and to turn this unified organisation into the best-performing SAP full-service provider in countries where German is spoken«.

Lars Landwehrkamp, Chief Executive Officer of All for One: »The industrial logic behind this planned acquisition is almost instantly apparent: two strong, profitable and similarly well-established SAP partners will join forces to become even stronger as one. We not only want to help our customers be even more successful, but also deliver genuine added value by including the many SAP products and services of the future«.