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PeopleSoft advises stockholders to sit tight

Johannesburg, 11 Feb 2004

PeopleSoft, in response to Oracle`s announcement that it has revised the terms of its unsolicited tender offer for all the outstanding shares of PeopleSoft, has 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 comprising independent directors, unanimously rejected both Oracle`s original $16 a share cash offer and subsequent $19.50 a share cash offer.

The board concluded that the offers would undoubtedly face lengthy anti-trust 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.

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