WEBM Webmediabrands (MM)

DARMSTADT, Germany, April 18 /PRNewswire/ -- Software AG (TecDAX, ISIN DE 0003304002 / SOW), Europe's largest systems software and Service-Oriented Architecture (SOA) provider, today announced that its wholly-owned subsidiary, Wizard Acquisition, Inc., has commenced a tender offer for all outstanding shares of webMethods, Inc. (NASDAQ:WEBM), at a price of $9.15 per share net to the seller in cash without interest, less any required withholding taxes. The tender offer is being made pursuant to the merger agreement between Software AG and webMethods, which provides that following the acceptance for payment of shares in the tender offer and completion of the subsequent merger, webMethods will become a wholly-owned indirect subsidiary of Software AG. The Board of Directors of webMethods has previously determined that the merger agreement and the tender offer are fair to and in the best interests of webMethods' stockholders, approved and adopted the merger agreement and the transactions contemplated thereby, including the tender offer, and recommended that webMethods' stockholders tender their shares in the tender offer. The tender offer is subject to certain conditions set forth in the Offer to Purchase referenced below, including a minimum tender condition, the expiration or termination of waiting periods under applicable antitrust laws and the expiration or termination of the review process by the Committee on Foreign Investment in the United States. Unless the tender offer is extended, the tender offer and any withdrawal rights to which webMethods' stockholders may be entitled will expire at 12:00 midnight, New York City time, on Tuesday, May 15, 2007. The complete terms and conditions of the tender offer are set forth in the Offer to Purchase, Letter of Transmittal and other related materials filed by Software AG, Software AG, Inc. and Wizard Acquisition, Inc. with the SEC on April 18, 2007. In addition, webMethods will file a Solicitation/Recommendation Statement on Schedule 14D-9 with the SEC relating to the tender offer. Copies of the Offer to Purchase, Letter of Transmittal and other related materials are available free of charge from Morrow & Co., the information agent for the tender offer, toll-free at (800) 662-5200, or US Arma Partners LP, the dealer manager for the tender offer, at (650) 328-8207 (call collect). American Stock Transfer and Trust Company is acting as depositary for the tender offer. About Software AG Software technology to increase the value of enterprise IT systems. Software AG is a global leader in mission-critical software infrastructure solutions based on open standards. At the forefront of advanced Service- Oriented Architecture (SOA), Software AG enables customers to create powerful enterprise applications - especially in heterogeneous IT environments. Software AG's products Adabas, Crossvision, Natural and Tamino help more than 3,000 customers uncover the full potential of their IT and add value to existing systems. With technology from Software AG, enterprises can: create flexible business applications and processes; extend the value and life of core systems; manage data effectively across the enterprise; and control and govern their Service-Oriented Architecture. Software AG has more than 35 years of global IT experience and over 2,600 employees serving customers in 70 countries. The company is headquartered in Germany and listed on the Frankfurt Stock Exchange (TecDAX, ISIN DE 0003304002 / SOW). Software AG posted total revenues of euro 483 million (unaudited) in 2006. http://www.softwareag.com/ This press release is for informational purposes only and is not an offer to buy or the solicitation of an offer to sell any securities. The solicitation and the offer to buy shares of webMethods common stock are being made pursuant to an Offer to Purchase and related materials that Software AG, Software AG, Inc. and Wizard Acquisition, Inc. filed with the SEC on Schedule TO on April 18, 2007. A Solicitation/Recommendation statement with respect to the tender offer will be filed by webMethods with the SEC. Investors and security holders may obtain copies of the tender offer statement and Solicitation/Recommendation statement (when available) at the website maintained by the SEC at http://www.sec.gov/. In addition, the tender offer statement and other documents filed with the SEC by Software AG will be available free of charge by contacting Morrow & Co., the information agent for the tender offer, toll free at (800) 662-5200 or by e-mail at , and the Solicitation/Recommendation statement and other documents filed with the SEC by webMethods will be available free of charge by contacting webMethods Investor Relations at (703) 460-5822. Stockholders and other investors are urged to read carefully those materials prior to making any decisions with respect to the offer. DATASOURCE: Software AG CONTACT: Paul Hughes, Director Media Relations, +49 (0) 6151 92-1787, or Fax, +49 (0) 6151 92-1191, or , or Norbert Eder, Vice President Corporate Communications, +49 (0) 6151 92-1146, or Fax, +49 (0) 6151 92-1444, , both of Software AG Web site: http://www.softwareag.com/

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