SAP said that its US subsidiary, SAP America, will make an all-cash offer for all of the outstanding shares of Sybase at $65 per share, a premium of nearly 16 percent over Sybase's closing price on Wednesday.
Sybase shares surged more than 35 percent during the day's trading on rumours of an acquisition of the Dublin, California-based company.
SAP said it will fund the purchase, which has been approved by the Sybase board of directors, with cash on hand and a €2.75 billion loan facility from Barclays Capital and Deutsche Bank.
The acquisition is SAP's largest since it purchased Business Object of France in 2007 for €4.8 billion and will better place the company to compete with US business software Oracle, particularly on mobile devices.
"SAP will accelerate the reach of its solutions across mobile platforms," SAP said in a statement. "Sybase's innovative mobile platform can connect all applications and data and enable them on mobile devices."
"Mobile devices are becoming the preferred interaction point with business applications, whether the user is a factory supervisor, a retail manager or an entrepreneur in a developing nation," SAP co-chief executive Jim Hagemann Snabe said.
Sybase chief executive John Chen said that "by combining the market leader in enterprise applications with the market leader in enterprise mobility, companies around the world will be able to run their business from many devices."
The acquisition is expected to close in the third quarter of the year.