News | November 6, 2006

ECM Solutions: Oracle Acquires Stellent

Source: Oracle

Stellent, Inc. (Nasdaq: STEL), a global provider of content management solutions, today announced a definitive agreement for Oracle to acquire Stellent through a cash tender offer for $13.50 per share, or approximately $440 million.

The acquisition of Stellent will complement and extend Oracle's existing content management solution portfolio. Oracle Content Database enables enterprises to store and centrally manage unstructured content in Oracle Databases. Stellent's Universal Content Management™ solution works with Oracle Content Database and offers a variety of best-of-breed solutions for document management; Web content management; information rights management; digital asset management; records and retention management; imaging; and governance, risk and compliance.

"Oracle's acquisition of Stellent will be a positive milestone for all of our stakeholders – shareholders, employees, customers and partners," said Robert Olson, president and chief executive officer for Stellent. "Our leading product suite will have the dedicated resources and broad distribution networks of the largest enterprise software company in the world, which will elevate our award-winning solutions to new levels within the enterprise content management industry."

"The amount of electronic content, unstructured data and documents is growing very rapidly, and organizations are seeking advanced and automated content and process management solutions to manage this information to meet regulatory requirements," said Thomas Kurian, senior vice president, Oracle Corp. "Stellent's enterprise content management solutions enable a variety of people within an organization to create, capture, store, manage, publish, view, search and archive all types of documents across their entire lifecycle."

The transaction is subject to customary conditions and is expected to close by the end of the year or early 2007.

Shareholders of Stellent are strongly encouraged to read the Solicitation/Recommendation Statement on Schedule 14D-9 to be filed by Stellent when it becomes available because it will contain important information about the tender offer. Investors may obtain the Solicitation/Recommendation Statement on Schedule 14D-9, and any other documents filed with the SEC for free at the SEC's Web site, www.sec.gov. Materials filed by Stellent may be obtained for free at Stellent's Web site, www.stellent.com.

Second Quarter Financial Results
Stellent's second quarter fiscal 2007 revenues were $33.7 million, an increase of 12% over the $30.1 million reported for the same period last year. Revenues for the six-month period ended Sept. 30, 2006 were $66.1 million, a 13% increase over revenues of $58.7 million for the comparable period of fiscal 2006.

On a Generally Accepted Accounting Principles (GAAP) basis, net income for the quarter ended Sept. 30, 2006 increased approximately 139% year-over-year to $1.3 million, or $0.04 per share on a basic and diluted share basis, compared with net income of $0.6 million, or $0.02 per share on a basic and diluted share basis, for the quarter ended Sept. 30, 2005. GAAP net income for the six months ended Sept. 30, 2006 was $3.4 million, or $0.12 per share on a basic share basis and $0.11 per share on a diluted share basis, compared with net income of $1.6 million, or $0.06 per share on a basic and diluted share basis, for the same period of fiscal 2006.

Included in Stellent's second quarter fiscal 2007 GAAP net income are non-cash charges and integration charges totaling $2.4 million. The expenses consist of $1.3 million in stock-based compensation due to Stellent's adoption of FAS 123R at the beginning of this fiscal year; $0.6 million of integration costs related to the SealedMedia acquisition announced during the quarter; and $0.5 million for amortization of capitalized software, acquired intangible assets and other. Included in Stellent's fiscal 2007 GAAP net income for the six months ended Sept. 30, 2006 are non-cash charges and integration charges totaling $3.9 million. The expenses consist of $2.4 million in stock-based compensation due to Stellent's adoption of FAS 123R at the beginning of this fiscal year; $0.9 million for amortization of capitalized software, acquired intangible assets and other; and $0.6 million of integration costs related to the SealedMedia acquisition announced during the second quarter.

About Stellent, Inc.
Stellent, Inc. (www.stellent.com) is a global provider of content management software solutions that drive rapid success for customers by enabling fast implementations and generating quick, broad user adoption. With Stellent Universal Content Management, customers can easily deploy multiple line-of-business applications — such as public Web sites, secure intranets and extranets, compliance processes, and marketing brand management — and also scale the technology to support multi-site management and enterprise-wide content management needs.

More than 4,700 customers worldwide — including Procter & Gamble, Merrill Lynch, Los Angeles County, The Home Depot, British Red Cross, ING, Vodafone, Georgia Pacific, Bayer Corp., Coca-Cola FEMSA and Genzyme Corp. — have selected Stellent solutions to power their content-centric business applications. Stellent is headquartered in Eden Prairie, Minn. and maintains offices throughout the United States, Europe and Asia-Pacific.