Oracle to nominate new slate for PeopleSoft's board

Oracle said Monday it will nominate an alternate slate of candidates for PeopleSoft shareholders to consider when they next elect the company's board of directors.

The announcement was Oracle's latest volley in its ongoing campaign to acquire PeopleSoft through a US$7.3 billion tender offer to PeopleSoft's shareholders. Opposed by PeopleSoft's management, the bid faces significant obstacles, including a "poison pill" provision in PeopleSoft's bylaws and regulatory reviews by the U.S. Department of Justice (DOJ) and the European Commission.

Oracle remains committed to acquiring PeopleSoft and is optimistic it will receive the needed regulatory approvals, executives said Monday during a conference call with analysts.

The company now expects to hear from the DOJ in early 2004, Oracle Executive Vice President Safra Catz said. The European Commission said last week it will conduct an in-depth probe of the proposed deal. While that investigation could take as long as four months, Oracle hopes it will be completed sooner, Catz said.

Meanwhile, Oracle is preparing to submit its own slate of directors in January for PeopleSoft shareholders to consider at the company's 2004 shareholders' meeting. Such a move may be unnecessary, depending on the results of the regulatory reviews and other factors, but a recent change to PeopleSoft's bylaws extended to 120 days the date before a meeting by which alternate candidate slates must be proposed.

Because of the change, Oracle may need to submit its slate before it knows the results of the DOJ and European Commission reviews, Catz said.

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