Oracle Says Peoplesoft Move Meant To Entrench Management
REDWOOD SHORES, Calif., June 17, 2003 -- Today, PeopleSoft (Nasdaq:PSFT) announced that it had amended its merger
agreement with J.D. Edwards & Company (Nasdaq: JDEC). The effect of the amendment is to eliminate the required vote of PeopleSoft shareholders with
respect to the merger.
Oracle (Nasdaq: ORCL) CEO Larry Ellison said, "PeopleSoft is doing everything it can to prevent its shareholders from
voting. If PeopleSoft's Board is so convinced that the J.D. Edwards acquisition is a great deal, why won't THEY let
their shareholders vote on it?"
Oracle intends to proceed with its offer.
+++ The solicitation and the offer to buy PeopleSoft's common stock is only made pursuant to the Offer to Purchase and
related materials that Oracle Corporation and Pepper Acquisition Corp. filed on June 9, 2003. Stockholders should read
the Offer to Purchase and related materials carefully because they contain important information, including the terms
and conditions of the offer. Stockholders can obtain the Offer to Purchase and related materials free at the SEC's
website at www.sec.gov, from Credit Suisse First Boston LLC, the Dealer Manager for the offer, from MacKenzie Partners,
the Information Agent for the offer, or from Oracle Corporation.
ORACLE STANDS BY SHAREHOLDER CHOICE; CRITICIZES PEOPLESOFT'S TACTICS IN ACQUIRING J.D. EDWARDS
REDWOOD SHORES, Calif., Jun. 16, 2003 -- ( http://www.oracle.com/tellmemore/?1808590) Oracle Corp., (Nasdaq: ORCL) issued the following statement, which is attributable to Jim Finn, Oracle spokesperson:
"Here they go again. This is simply an attempt to take away the shareholders' vote. The last and only chance for
shareholders to choose has been taken away from them again. If you consider that PeopleSoft and J.D. Edwards put
together the best financing approach when they announced their original merger, this sub-optimal approach can only be a
ploy to preserve management's self-interest. This move does not deter Oracle and our offer remains before shareholders."
+++ The solicitation and the offer to buy PeopleSoft's common stock is only made pursuant to the Offer to Purchase and
related materials that Oracle Corporation and Pepper Acquisition Corp. filed on June 9, 2003. Stockholders should read
the Offer to Purchase and related materials carefully because they contain important information, including the terms
and conditions of the offer. Stockholders can obtain the Offer to Purchase and related materials free at the SEC's
website at www.sec.gov, from Credit Suisse First Boston LLC, the Dealer Manager for the offer, from MacKenzie Partners,
the Information Agent for the offer, or from Oracle Corporation.
###
>>> ORACLE STATEMENT REGARDING PEOPLESOFT'S REJECTION OF ORACLE'S TENDER OFFER
REDWOOD SHORES, Calif., Jun. 13, 2003 -- ( http://www.oracle.com/tellmemore/?1806357) Oracle Corp., (Nasdaq: ORCL) issued the following statement yeterday, which is attributable to Jim Finn, Oracle
spokesperson:
"Oracle is disappointed that PeopleSoft's Board has put the self-interest of management over the best interests of
PeopleSoft shareholders. In public statements, Mr. Conway has already unilaterally rejected Oracle's offer to acquire
PeopleSoft - at any price and under any circumstances - even before the PeopleSoft Board had met to consider it.
PeopleSoft's Board has also refused repeated requests to meet with Oracle to discuss our offer and they have refused to
redeem the company's 'poison pill.'"
+++The solicitation and the offer to buy PeopleSoft's common stock is only made pursuant to the Offer to Purchase and
related materials that Oracle Corporation and Pepper Acquisition Corp. filed on June 9, 2003. Stockholders should read
the Offer to Purchase and related materials carefully because they contain important information, including the terms
and conditions of the offer. Stockholders can obtain the Offer to Purchase and related materials free at the SEC's
website at www.sec.gov, from Credit Suisse First Boston LLC, the Dealer Manager for the offer, from MacKenzie Partners,
the Information Agent for the offer, or from Oracle Corporation.
###
>>> ORACLE STATEMENT REGARDING JD EDWARDS ALLEGATIONS
REDWOOD SHORES, Calif., Jun. 13, 2003 –
( http://www.oracle.com/tellmemore/?1806803) Oracle Corp., (Nasdaq: ORCL) issued the following statement, which is attributable to Jim Finn, Oracle spokesperson:
"Allegations raised in the JD Edwards lawsuit are nothing more than a smokescreen. This is a tactic designed solely to
distract PeopleSoft shareholders from making a choice while PeopleSoft management remains intent on keeping hefty pay
packages and neglecting the best interests of shareholders."
+++The solicitation and the offer to buy PeopleSoft's common stock is only made pursuant to the Offer to Purchase and
related materials that Oracle Corporation and Pepper Acquisition Corp. filed on June 9, 2003. Stockholders should read
the Offer to Purchase and related materials carefully because they contain important information, including the terms
and conditions of the offer. Stockholders can obtain the Offer to Purchase and related materials free at the SEC's
website at www.sec.gov, from Credit Suisse First Boston LLC, the Dealer Manager for the offer, from MacKenzie Partners,
the Information Agent for the offer, or from Oracle Corporation.