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Seagull Holding N.V. Shareholders Adopt Proposed Resolutions at Extraordinary General Meeting of Shareholders

Amsterdam, The Netherlands - 5 April 2007

Seagull Holding N.V. announces that its shareholders present or represented at the Extraordinary General Meeting held in Amsterdam on 4 April 2007 unanimously approved the resolutions that were proposed by the Company.

During the Extraordinary General Meeting of Shareholders the Management Board and Supervisory Board discussed with the Company’s shareholders the recommended offer by Rocket Software Europe Holding B.V. for all of the issued and outstanding ordinary shares in the capital of Seagull Holding N.V., as described in the Offer Memorandum dated 15 March 2007. In addition, the Company requested its shareholders to approve:

  • the appointment of Messrs. Andrew Youniss and Troy Heindel as managing directors for a period of four years; and
  • the appointment of Messrs. Johan Gedda and Patrick Manning as supervisory directors for a period of three years;

each subject to, and per the date of (i) the tendering of at least two thirds of the outstanding share capital of Seagull Holding N.V. in the Rocket offer, and (ii) the completion of the offer, as evidenced by completion of all payments on the settlement date; which was unanimously approved by the meeting.

This press release is a public announcement as meant in article 9b paragraph 1 of the Dutch Decree on the Supervision on Securities Transactions 1995 (Besluit Toezicht Effectenverkeer 1995).

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About Rocket Software

Rocket Software is a global development firm that builds Enterprise Infrastructure products for the world’s leading OEMs, networks and software companies. The company’s current lines of business complement and extend strategic OEM offerings in the areas of enterprise and mobile security, relational databases, mobile and wireless computing, and operational support systems (OSS). Rocket’s current OEM relationships and technology partners include IBM, Microsoft, NEC, Toshiba and RSA, The Security Division of EMC. Rocket Software is based in Newton, Mass. For more information, visit www.rocketsoftware.com.

About Seagull Software

Seagull Software specializes in technology that transforms "legacy" applications into SOA-compliant Web services, helping enterprises achieve exponentially faster IT support for business change, governance and compliance. Our LegaSuite® software platform includes integration, GUI, workflow and terminal emulation technology. With LegaSuite, customers connect legacy applications on IBM mainframe, VME mainframe, System i, OpenVMS and UNIX-VT and Windows client/server platforms to the Web, to other middleware and to newer-generations of applications such as portals, CRM and SCM. LegaSuite is based on open standards including Web services, XML, J2EE and .NET. Powerful and innovative tools require no coding, which means rapid results, reduced risk and no maintenance burden. Committed to providing the best customer experience in the industry, Seagull Software’s technology is in use in more than 10,000 business and government organizations worldwide, and by millions of end users. Seagull Software has direct operations in the United States, Canada, the Netherlands, UK, France, and Germany, supplemented by distributors serving approximately 30 additional countries. The company was acquired by Rocket Software (www.rs.com) in 2007. For more information, visit www.seagullsoftware.com.

NOTE TO EDITORS: The correct usage of our company name is Seagull Software.

Forward-Looking Information: All statements in this press release which address operating performance, events or developments that we expect or anticipate will occur in the future, including statements expressing general optimism about future operating results and non-historical information, are forward-looking statements. These forward-looking statements are, and will be, based on management’s then-current views and assumptions regarding future events and operating performance.

Forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially, including, but not necessarily limited to management’s ability to manage growth, and hire and retain qualified employees; unpredictable customer demand; intense competition; rapid technological change; unpredictable market acceptance of new products; and market instability and/or reduction in software purchasing caused by exceptional circumstances.

Rocket Software (www.rocketsoftware.com) is a global software development firm that builds and services Enterprise Infrastructure products for the world's leading OEMs, networks and software companies and enterprises. The company's products complement and extend strategic infrastructure in the areas of: application modernization, business intelligence, compliance and security, consumer productivity, database servers, database tools, file transfer, mainframe productivity, network management, publishing and search, SOA and integration, storage management, terminal emulation, and text mining.

Seagull Software, a Rocket Software brand, specializes in tools and expertise to modernize existing business applications running on mainframe, System i (AS/400), OpenVMS, UNIX and Windows client/server platforms. Over 2,000 organizations use LegaSuite software to simplify and accelerate the development and deployment of Web-enablement, composite application, Web services and SOA enablement, legacy integration and legacy migration projects based on their business-critical legacy systems.