PLEASANTON, Calif. - February 4, 2004 - PeopleSoft, Inc. (Nasdaq: PSFT), in response to Oracle Corporation's (Nasdaq: ORCL) announcement that it has revised the terms of its unsolicited tender offer for all the outstanding shares of PeopleSoft, advised its stockholders to take no action at this time. PeopleSoft's Board of Directors, consistent with its fiduciary duties, will meet to review and discuss Oracle's revised tender offer and will make its recommendation to PeopleSoft stockholders in due course.
Previously and after careful consideration, the PeopleSoft Board, including its special Transaction Committee comprised of independent directors, unanimously rejected both Oracle's original $16.00 per share cash offer and subsequent $19.50 per share cash offer. The Board concluded that the offers would undoubtedly face lengthy antitrust scrutiny, with a significant likelihood that the combination would not be approved, and that those prior offers significantly undervalued PeopleSoft by any objective fundamental valuation measures. At that time, the Board further noted that the delays and uncertainties created by a prolonged regulatory approval process, coupled with Oracle's stated intent to discontinue development of PeopleSoft's market-leading products, represented a substantial threat to stockholder value. The Board previously also stated its belief that the unsolicited and hostile nature of the offers, combined with Oracle's statements in connection with the original offer, were designed to disrupt the Company's strong momentum at significant cost to PeopleSoft's stockholders.
Citigroup Global Markets Inc. and Goldman, Sachs & Co. are financial advisors to PeopleSoft.
About PeopleSoft
PeopleSoft (Nasdaq: PSFT) is the world's second largest provider of enterprise application software with 12,000 customers in more than 25 industries and 150 countries. For more information, visit us at www.peoplesoft.com http://www.peoplesoft.com/corp/en/public_index.jsp.
Important Additional Information
The PeopleSoft Board of Directors will be soliciting proxies for use at the
2004 Annual Meeting of Stockholders, or at any adjournment or postponement thereof, to vote in favor of the slate of directors nominated by the Board and to vote on any other matters that properly come before the 2004 Annual Meeting. PeopleSoft has filed a proxy statement on Schedule 14A with the SEC in connection with its solicitation of proxies for the Annual Meeting.
Promptly after filing the definitive 2004 Proxy Statement with the Securities and Exchange Commission, PeopleSoft will send the 2004 Proxy Statement and a WHITE Proxy Card to each PeopleSoft stockholder entitled to vote at the Annual Meeting.
PeopleSoft has engaged Georgeson Shareholder Communications Inc. to assist in soliciting proxies for the 2004 Annual Meeting. PeopleSoft's directors, officers and employees, as well as certain representatives of Citigroup Global Markets Inc. and Goldman, Sachs & Co., financial advisors to PeopleSoft, also may assist PeopleSoft in soliciting proxies. Information regarding the interests of Georgeson and these other persons is contained in the 2004 Proxy Statement. PeopleSoft has filed a Solicitation/Recommendation Statement on Schedule14D-9 regarding Oracle's tender offer. PeopleSoft stockholders should read the Schedule 14D-9 and the 2004 Proxy Statement (including any amendments to such documents) because these documents contain important information. The 2004 Proxy Statement, the Schedule 14D-9 and other public filings made by PeopleSoft with the SEC are available without charge from the SEC's website at www.sec.gov and from PeopleSoft at www.peoplesoft.com.
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Noot voor de redactie
Voor meer informatie:
PeopleSoft Benelux BV
Rob Cools
Tel.: +31 (0)20 462 5400
mailto:rob_cools@peoplesoft.com
http://www.peoplesoft.nl
Edelman
Flip Dötsch
Tel.: +31 (0)23 554 2030
mailto:flip.dotsch@edelman.com
http://www.edelman.com/nl/pressroom