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Deutsche Börse Wants To Take Over IT Service Provider entory - Acqusition Supports Growth Strategy In IT - Deal To Be Closed By Year-End

Date 30/11/2001

Deutsche Börse AG wants to combine the business activities of its subsidiary Deutsche Börse Systems with entory AG, Karlsbad, and take over the company through the purchase of shares. entory is a leading, unlisted IT service provider in the financial sector with projected sales of some 100 million euros for the year 2001 and a staff of 400 employees. Bringing together the two partners will create one of the biggest German IT providers of integrated solutions for the financial services industry. With entory, Deutsche Börse wants to take a decisive step forward in realizing its growth strategy in IT.

The move combines two successful, complementary business models into an IT service provider that offers the design, implementation and operation of innovative solutions for the financial services industry from a single source. The combination of financial and technology know-how at entory as well as securities know-how at Deutsche Börse Systems offers customers a unique competence in the field of financial IT. At the same time, tried-and-proven services of Deutsche Börse Systems AG for the operation of high-availability, specialized applications with global infrastructure complement the entory services oriented to consultancy and implementation, to form an integrated, solution-oriented service portfolio. This is where entory offers individual solutions in particular, making use of the component technology and its operation as an Application Service Provider (ASP). Particularly banks, insurance companies, investment companies and exchanges are the target group for this focused service portfolio.

With entory, Deutsche Börse can extend the value-added chain in the area of financial IT. The Systems segment, which consists of Deutsche Börse Systems AG within Deutsche Börse Group, contributed about 20 percent (103 million euros) to Group sales during the first nine months of the year. Combining entory and Deutsche Börse Systems will raise the share of external IT sales to more than 50 percent and diversify the service portfolio.

entory can accelerate the expansion of business with component-based solutions and also achieve the extension of business to large-scale projects.

Michael Kuhn, chief executive officer of Deutsche Börse Systems and the Deutsche Börse board member responsible for the Systems Division, characterized entory as the ideal partner for the growth that Deutsche Börse is striving for in the area of financial information technology. "The strengths of Deutsche Börse Systems and entory in financial and technology know-how are complementary," as Kuhn pointed out. In addition, entory is bringing a strong sales team as well as established business relationships , he said.

entory chief executive Gerald Prior said: "Market leadership in component-based solutions is our goal, and in Deutsche Börse Systems we have found the ideal partner to achieve this goal. We will achieve this through size and investments, through the capacity to act as a general contractor and large-scale projects. Size and focus are the guarantees to secure long-term profitability and to realize our common vision in the current market environment." Pronounced entrepreneurialism as well as the values and culture of entory will also be strengths in the future, Prior said.

The Executive Board and principal shareholders of entory, who together hold the majority of shares in the company, support the deal and have already agreed to the transfer of their shares to Deutsche Börse. For the remaining shares of entory AG, Deutsche Börse will tender a private offer to the other 340 shareholders. The offer will run from November 30 to December 14. The transaction with a volume of up to about 110 million euros will be carried out against cash payment and is partially performance-linked. It is subject to acceptance of entory shareholders representing a minimum of 95 percent of the share capital as well as approval by the Supervisory Board of Deutsche Börse, expected to be forthcoming by mid-December. Deutsche Bank AG is advising Deutsche Börse on this transaction.

Short Profiles

Deutsche Börse Systems:

Deutsche Börse Systems AG was founded at the end of 1996 as a wholly-owned subsidiary of Deutsche Börse AG. Deutsche Börse Systems is responsible for all of the information technology of Deutsche Börse Group: The company develops, maintains and operates the trading, settlement and information systems that are used in the cash and derivatives market of Deutsche Börse Group. Major tasks include the implementation and further development of the Xetra electronic trading system for the cash market and the Eurex system for the derivatives market. During the first three quarters of 2001, Deutsche Börse Systems increased its sales with external customers by 10 percent compared with the previous year, to 103 million euros. Externally generated sales are thus becoming increasingly important for Deutsche Börse Systems.

entory

In the IT service market, entory ? the enterprise solution factory ? has positioned itself as a successful IT-solutions provider with a clear customer focus on banks, insurance companies and financial institutions. With the Guaranteed Solutions Concept, it takes full responsibility for the result in terms of quality, deadlines and price. Customers thus have planning security, and they value the high degree of innovation and the leading-edge technology. In particular, the flexible use of standardized, reusable software components allows faster realization of IT solutions. entory has proved its worth as a reliable partner and designs, realizes and integrates modern solutions.

In business year 2000, with 75.7 million euros in sales, entory showed operational growth of 73.6 percent against the previous year (43.6 million euros in 1999), making it one of the Top 10 growth companies in the IT sector in Germany. Double-digit growth rates are anticipated this year. Founded in 1981, entory now has some 400 employees, who, as shareholders, also actively co-determine the company's performance.