AD HOC DISCLOSURE ACCORDING TO § 15 WPHG

Software AG acquires Terracotta Inc.

Darmstadt/San Francisco, May 23, 2011 – Software AG (TecDAX, SOW GY, ISIN 0003304002) today signed a purchase agreement to acquire the software company Terracotta Inc. of San Francisco, a provider of in-memory and cloud technology.

Terracotta is a leader in "distributed caching", a key technology for accelerating data-intensive business applications and the basis for scalable cloud solutions. The open source version is the caching standard for enterprise Java applications and has over one million business users. More than 200 enterprises already use the commercial version.

Terracotta was founded in 2003, is privately owned and employs 55 staff in both San Francisco and New-Dehli. Software AG is acquiring Terracotta with all software rights for a middle two-digit Euro million amount. The closing is scheduled for June 2011. Terracotta’s management and staff will be integrated into Software AG’s global R & D organization.

With Terracotta, Software AG is advancing to the top tier of cloud vendors in application middleware. The first Software AG product with integrated Terracotta technology is expected in the 4th Quarter, 2011. The acquisition will therefore have no significant impact on 2011 sales and earnings; the outlook for fiscal 2011 (growth of net income of 10-15% over p.y.) remains unchanged. From 2012, Software AG expects accelerated sales growth in the BPE business. It can achieve dynamic growth through new cloud-based solutions and "Platform as a Service" offerings in the medium term.

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