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Software AG GB 2013. englisch

NotestotheConsolidatedFinancialStatements groundless. In September 2013 the court issued an order to hear evidence and requested that Warth & Klein GmbH Wirtschafsprüfungsgesellschaft provide an opinion on ques- tions concerning valuation in the capacity of expert auditor. Warth & Klein’s expert opinion is still pending. In connection with the merger of IDS Scheer AG and Soft- ware AG, a large number of legal challenges were filed with Regional Court of Saarbrücken, in which the plaintiffs seek a legal review of the set exchange ratio and cash compen- sation. Software AG considers the objections as to valuation to be groundless. In its decision of March 15, 2013, the Regional Court of Saarbrücken determined that the market value ratio method be employed for valuation and that cash compensation in the amount of €7.22 for every share held by outside shareholders be paid. This could result in a max- imum risk of approximately €7.6 million. Software AG ­appealed the decision and is currently waiting for the case to proceed. Provisions are set up based on the estimated probable actual resource outflow. The lawsuit brought by Mr. Broadbent in connection with the termination of his Management Board appointment was settled by way of an agreement outside of court in May 2013. The settlement stipulated the termination of Mr. Broadbent’s appointment to the Management Board as of July 18, 2011 and the termination of his employment con- tract as of August 31, 2011 in exchange for payment of 1.25 annual salaries and previously earned but not yet paid en- titlements from the period prior to August 31, 2011. There were no other changes with respect to the legal dis- putes reported as of December 31, 2012, nor were there any new legal disputes that could potentially have a signif- icant effect on the company’s financial position, financial performance or cash flows. [33] Litigation In February 2010, a software company in Virginia, USA sued Software AG together with 11 additional defendants, includ- ing IBM and SAP, for infringement of several of its software patents. The lawsuit was filed with a court in Virginia. By order of the court, the proceedings were suspended for Software AG and all other defendants except for one, which was actively pursued. The court dismissed the test case, upon which the plaintiff filed an appeal. The court of appeals rejected the appeal in January 2012. In response to further legal action brought by the plaintiff, the appellate court ­partially acknowledged the case and partially referred it back to the court of first instance in October 2013. The ­proceedings against the other defendants are still pending. ­Software AG assumes that the proceedings will be reopened in the first half of 2014. In February 2012, a non-practicing entity (NPE: a company that solely pursues patent-right violations, rather than man- ufacturing or using the patented invention) from the U.S. state of Delaware sued Software AG in the District Court of Delaware for violating one of its software patents. This NPE has filed three similar parallel lawsuits against other defen- dants. The NPE withdrew its lawsuit against Software AG in January 2013. The NPE also filed a new lawsuit for the al- leged violation of two of its software patents in January 2013. The proceedings are in a very early stage. Hearings are not scheduled to take place until mid-2015. A number of legal actions have been filed with the Regional Court of Saarbrücken in connection with the control and profit transfer agreement with IDS Scheer AG. In these pro- ceedings, the petitioners are seeking an increase in their cash settlements and annual compensatory payments. Soft- ware AG considers the objections as to valuation to be 191 Corporate Governance Report of the Supervisory Board Group Management Report Consolidated Financial Statements Additional Information Notes General Notes to the Consolidated Income Statement Notes to the Consolidated Balance Sheet Other Disclosures Responsibility Statement Auditors’ Report