REDWOOD SHORES, Calif., Nov. 5,
2016 /PRNewswire/ -- Oracle Corporation (NYSE: ORCL)
announced that a majority of the unaffiliated shares of NetSuite
Inc. (NYSE: N) were validly tendered and the other conditions to
the tender offer have been satisfied. The acquisition of
NetSuite will be consummated by Oracle on Monday, November 7, 2016. American Stock
Transfer & Trust Company LLC, the depositary for the
tender offer, has indicated that as of 12:00 Midnight, Eastern
time, at the end of November 4, 2016,
approximately 21,775,553 unaffiliated Shares, or 53.21% of the
total unaffiliated Shares, and 62,330,605 total Shares, or 76.39%
of the total Shares issued and outstanding, have been tendered into
and not properly withdrawn from the tender offer. Both figures do
not include 1,037,279 unaffiliated Shares tendered pursuant to the
guaranteed delivery procedures set forth in the Offer to
Purchase. When the 1,037,279 unaffiliated Shares tendered
pursuant to the guaranteed delivery procedures are included in the
results, approximately 22,812,832 unaffiliated Shares, or 55.76% of
the total unaffiliated Shares, and 63,367,884 total Shares, or
77.65% of the total shares issued and outstanding, will have been
tendered into and not properly withdrawn from the tender
offer.
About Oracle
Oracle offers a comprehensive and fully
integrated stack of cloud applications and platform services. For
more information about Oracle (NYSE: ORCL), visit oracle.com.
Trademarks
Oracle and Java are registered trademarks
of Oracle and/or its affiliates. Other names may be trademarks of
their respective owners.
Additional Information
This communication does not
constitute an offer to buy or solicitation of an offer to sell any
securities. This communication is for informational purposes only.
The tender offer is not being made to, nor will tenders be accepted
from, or on behalf of, holders of shares in any jurisdiction in
which the making of the tender offer or the acceptance thereof
would not comply with the laws of that jurisdiction. The tender
offer is being made pursuant to a tender offer statement on
Schedule TO (including the Offer to Purchase, a related Letter of
Transmittal and other offer materials) filed by Napa Acquisition
Corporation with the U.S. Securities and Exchange Commission
("SEC") on August 18, 2016, as
amended from time to time. In addition, on August 18, 2016, NetSuite Inc. filed a
Solicitation/Recommendation statement on Schedule 14D-9 with the
SEC related to the tender offer. Stockholders of NetSuite Inc. are
urged to read these documents, all amendments thereto and other
documents filed with the SEC carefully in their entirety because
they contain important information about the tender offer. The
tender offer statement and certain other offer documents, along
with the Solicitation/Recommendation statement, will be made
available to all stockholders of NetSuite Inc. at no expense to
them. These documents are available at no charge through the web
site maintained by the SEC at http://www.sec.gov. The Offer to
Purchase, related Letter of Transmittal, the
Solicitation/Recommendation statement and other offering documents
may also be obtained for free by contacting the Information Agent
for the tender offer, Innisfree, M&A Incorporated, toll-free at
888-750-5834.
Cautionary Statement Regarding Forward-Looking
Statements
This document contains certain forward-looking
statements about Oracle and NetSuite Inc., including statements
that involve risks and uncertainties concerning Oracle's proposed
acquisition of NetSuite Inc., anticipated customer benefits and
general business outlook. When used in this document, the words
"anticipates", "can", "will", "look forward to", "expected" and
similar expressions and any other statements that are not
historical facts are intended to identify those assertions as
forward-looking statements. Any such statement may be influenced by
a variety of factors, many of which are beyond the control of
Oracle or NetSuite Inc., that could cause actual outcomes and
results to be materially different from those projected, described,
expressed or implied in this document due to a number of risks and
uncertainties. Potential risks and uncertainties include, among
others, the possibility that the transaction will not close or that
the closing may be delayed, the anticipated synergies of the
combined companies may not be achieved after closing, the combined
operations may not be successfully integrated in a timely manner,
if at all, general economic conditions in regions in which either
company does business, and the possibility that Oracle or NetSuite
Inc. may be adversely affected by other economic, business, and/or
competitive factors. Accordingly, no assurances can be given that
any of the events anticipated by the forward-looking statements
will transpire or occur, or if any of them do so, what impact they
will have on the results of operations or financial condition of
Oracle or NetSuite Inc. You are cautioned to not place undue
reliance on forward-looking statements, which speak only as of the
date of this document. Neither Oracle nor NetSuite Inc. is under
any duty to update any of the information in this document.
In addition, please refer to the documents that Oracle and
NetSuite Inc., respectively, file with the SEC on Forms 10-K, 10-Q
and 8-K. These filings identify and address other important factors
that could cause Oracle's and NetSuite Inc.'s respective
operational and other results to differ materially from those
contained in the forward-looking statements set forth in this
document. You are cautioned to not place undue reliance on
forward-looking statements, which speak only as of the date of this
document. Neither Oracle nor NetSuite Inc. is under any duty to
update any of the information in this document.
Safe Harbor
The following is intended to outline our
general product direction. It is intended for information purposes
only, and may not be incorporated into any contract. It is not a
commitment to deliver any material, code, or functionality, and
should not be relied upon in making purchasing decisions. The
development, release, and timing of any features or functionality
described for Oracle's products remains at the sole discretion of
Oracle Corporation.
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SOURCE Oracle Corporation