Rocket Software Europe Holding B.V. and Seagull Holding N.V. Announce Settlement of Public Offer on Shares in Seagull Holding N.V.
Amsterdam, the Netherlands; Atlanta, Georgia, USA; and Newton, Massachusetts, USA -
27 April 2007
Further to the press releases of 5 December 2006, 11 January 2007, 2 February 2007, 9 February 2007, 16 March 2007, 24 April 2007 and to the offer memorandum dated 15 March 2007, Rocket Software Europe Holding B.V. (“Rocket”) and Seagull Holding N.V. (“Seagull”) announce that a total of 9,138,570 shares in the capital of Seagull have been delivered to Rocket and have been paid at the offer price per share of € 4.33 by Rocket as a result of the offer for all issued and outstanding shares in the share capital of Seagull. Consequently Rocket now holds 95.75 percent of the issued and outstanding share capital of Seagull.
As announced in the press release of 24 April 2007, Rocket will, in consultation with Euronext Amsterdam N.V., terminate Seagull’s listing on Euronext Amsterdam N.V. and initiate a statutory squeeze-out procedure (uitkoopprocedure) as provided for in section 92a of book 2 of the Dutch Civil Code as soon as legally practicable.
This press release is a public announcement as meant within article 9b paragraph 1 of the Decree on the Supervision of the Securities Trade 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.
