Oracle assumes control of PeopleSoft (December 29, 2004)

Oracle Corporation today announced that PeopleSoft stockholders have tendered approximately 75 percent of PeopleSoft outstanding stock, giving Oracle control of the company.

Additionally, Oracle has designated four representatives to serve on PeopleSoft’s board of directors, replacing the PeopleSoft board members who have resigned and giving Oracle majority board representation. Two of the previous PeopleSoft board members will remain on the PeopleSoft board until the merger between the companies is completed.

“The combination of these two companies brings together some of the best products and people in the enterprise applications market, all for the benefit of the customer,” said Oracle Chief Executive Officer Larry Ellison. “We are moving forward quickly with the integration planning process and have been pleased by the level of coordination as we combine the two organizations.”

The initial offering period of Oracle’s tender offer to purchase all of the outstanding shares of common stock of PeopleSoft, Inc. expired at 12:00 midnight, New York City time, on Tuesday, December 28, 2004. Oracle has accepted for payment the approximately 298,834,574 million shares tendered in the offer. Oracle announced a subsequent offering period commencing on Wednesday, December 29, 2004 and expiring on Tuesday, January 4, 2005 at 8 p.m., New York City time (5 p.m., San Francisco time).

If at least 90 percent of the outstanding shares of PeopleSoft are tendered before the expiration of the subsequent offering period, Oracle expects to complete the second-step merger shortly after expiration. The subsequent offering period will permit all stockholders who did not tender shares in the initial offering period to obtain the $26.50 per share offer price for their shares prior to consummation of the second-step merger.