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PeopleSoft's CEO Craig Conway has written to its customers urging them not to put off purchases because of the uncertainty created by Oracle's hostile bid for the ERP vendor. The PeopleSoft board has rejected Oracle's bid, Conway writes, principally because it does not believe an Oracle/PeopleSoft combo would withstand antitrust scrutiny.

On Monday, June 2, PeopleSoft announced the acquisition of J.D. Edwards. The announcement followed months of technical and organizational meetings to ensure additional value to customers of both companies, while protecting their existing software investments. Analysts, systems integrators, computer companies, and most importantly-customers-immediately praised the proposed combination of J.D. Edwards and PeopleSoft. Everyone recognized the advantages to customers of the broadest selection of integrated software applications available on the broadest choice of hardware, operating systems, databases, and application servers.

Five days following our announcement we learned of a hostile bid by Oracle Corporation to acquire PeopleSoft. Incredibly, Oracle made it clear their intention was to discontinue all PeopleSoft products, ultimately forcing customers to convert to Oracle's applications and database. As you know, this would cost each organization millions to tens of millions of dollars.

After careful and due consideration, our Board of Directors rejected Oracle's bid, citing a wide range of reasons, particularly concern that the combination will not withstand antitrust scrutiny. The Board was also deeply troubled by Oracle's predatory intentions and the devastating impact on customers, employees, and the industry. Beyond the laws that promote competition, PeopleSoft's articles and bylaws contain extensive protections to prevent this and other hostile takeover attempts.

PeopleSoft will confidently move ahead with the J.D. Edwards acquisition to create significantly higher shareholder value. We will continue our profound commitment to customers, supporting the broadest choice of operating systems, databases, hardware, and application servers. We will continue to pioneer innovative technology. We will continue as a profitable, financially stable company. And we will always be a company of integrity because that is who we are.

In the end, PeopleSoft was the target of a hostile bid exactly because we have stronger products, exactly because we are so well positioned. The calculated approach to disrupt our business assumed a dramatic slowdown in customer purchases. Don't let it happen. Show your support for PeopleSoft by moving ahead with your planned purchases of PeopleSoft products this month. Show your support and let us move forward together-this month, this year, and for years to come.

Sincerely,

Craig A. Conway
President, CEO

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