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Oracle Buys MICROS Systems
Adds Innovative Hospitality and Retail Technology Vendor to Expand Oracle into More Industries
June 23, 2014
Copyright © 2014 Oracle and/or its affiliates. All rights reserved.
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Cautionary Statement Regarding Forward-Looking Statements
This document contains certain forward-looking statements about Oracle and MICROS, including statements that involve risks and uncertainties concerning Oracles proposed acquisition of MICROS, 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 MICROS, 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 MICROS 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 MICROS.
In addition, please refer to the documents that Oracle and MICROS, respectively, file with the U.S. Securities and Exchange Commission (the SEC) on Forms 10-K, 10-Q and 8-K. These filings identify and address other important factors that could cause Oracles and MICROS 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 MICROS is under any duty to update any of the information in this document.
Oracle is currently reviewing the existing MICROS product roadmap and will be providing guidance to customers in accordance with Oracles standard product communication policies. Any resulting features and timing of release of such features as determined by Oracles review of MICROS product roadmap are at the sole discretion of Oracle. All product roadmap information, whether communicated by MICROS or by Oracle, does not represent a commitment to deliver any material, code, or functionality, and should not be relied upon in making purchasing decision. It is intended for information purposes only, and may not be incorporated into any contract.
Additional Information about the Acquisition and Where to Find It
In connection with the proposed acquisition, Oracle will commence a tender offer for the outstanding shares of MICROS. The tender offer has not yet commenced. This document is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell shares of MICROS, nor is it a substitute for the tender offer materials that Oracle and its acquisition subsidiary will file with the SEC upon commencement of the tender offer. At the time the tender is commenced, Oracle and its acquisition subsidiary will file tender offer materials on Schedule TO, and MICROS will file a Solicitation/Recommendation Statement on Schedule 14D-9 with the SEC with respect to the tender offer. The tender offer materials (including an Offer to Purchase, a related Letter of Transmittal and certain other tender offer documents) and the Solicitation/Recommendation Statement will contain important information. Holders of shares of MICROS are urged to read these documents when they become available because they will contain important information that holders of MICROS securities should consider before making any decision regarding tendering their securities. The Offer to Purchase, the related Letter of Transmittal and certain other tender offer documents, as well as the Solicitation/Recommendation Statement, will be made available to all holders of shares of MICROS at no expense to them. The tender offer materials and the
Solicitation/Recommendation Statement will be made available for free at the SECs web site at www.sec.gov.
In addition to the Offer to Purchase, the related Letter of Transmittal and certain other tender offer documents, as well as the Solicitation/Recommendation Statement, Oracle and MICROS file annual, quarterly and special reports and other information with the SEC. You may read and copy any reports or other information filed by Oracle or MICROS at the SEC public reference room at 100 F Street, N.E., Washington, D.C. 20549. Please call the Commission at 1-800-SEC-0330 for further information on the public reference room. Oracles and MICROS filings with the SEC are also available to the public from commercial document-retrieval services and at the website maintained by the SEC at http://www.sec.gov.
Copyright © 2014 Oracle and/or its affiliates. All rights reserved.
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What We Are Announcing
Oracle buys MICROS Systems
Adds Hospitality and Retail solutions to the Oracle Industry Portfolio
Transaction is expected to close in the second half of 2014
About MICROS
MICROS is a technology provider to hotels, food & beverage facilities, and retailers
Provides integrated software, hardware and services along with rapidly growing cloud solutions
Proven solutions deployed at more than 330,000 sites across 180 countries
Headquartered in Columbia, MD; approx. 6,600 employees with deep domain expertise
Combination of Oracle and MICROS will help Hospitality and Retail companies to accelerate innovation, transform their businesses, and delight customers
Cloud, mobile, social, big data and the internet of things are impacting every industry, encouraging companies to modernize in order to compete effectively
Together, Oracle and MICROS will help Hospitality and Retail companies respond to rapidly evolving customer expectations, increase revenue, and drive operational improvements with complete, open and integrated solutions
Copyright © 2014 Oracle and/or its affiliates. All rights reserved.
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Impact of Digital Technologies
Transforming How Industries Create Value
HEALTH SCIENCES HOSPITALITY
Personalized Above Property
Medicine Cloud Solutions
COMMUNICATIONS UTILITIES ASSET INTENSIVE
Machine-to- Smart Grids and Flexible Capital
Machine Flexible Power Planning &
Communications Consumption Deployment
RETAIL FINANCIAL SERVICES
Commerce Online Banking &
Anywhere on Any Mobile Payments
Device
$1+ trillion
in mobile
MOBILE & eCommerce
SOCIAL revenue by 2017
$17+ billion
in Big Data
BIG revenue by 2015
DATA
$200+ billion
in cloud services
CLOUD revenue by 2015
SERVICES
$290+ billion
in Machine-to-
Machine
THE INTERNET revenue
OF THINGS by 2017
Copyright © 2014 Oracle and/or its affiliates. All rights reserved.
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Hospitality and Retail Industry Transformations are Underway
MOBILE & SOCIAL
Secure, intelligent hotel room keys
Customer experience feedback on social channels
BIG DATA
Personalized loyalty programs
Targeted pricing offers
CLOUD SERVICES
Hotel above-property cloud solutions
Cloud-based restaurant management
THE INTERNET OF THINGS
Remote kitchen and property asset monitoring
In-room technologies
Copyright © 2014 Oracle and/or its affiliates. All rights reserved.
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MICROS is a Technology Provider in Hospitality and Retail
Delivering Innovative Solutions to Modernize Businesses
Provides industry-specific solutions in Hotel, Food & Beverage and Retail segments
Integrated software, hardware and services solutions
Cloud, on-premise and hybrid deployments
Available across the world
Strong momentum in cloud solutions
New mobile and tablet solutions gaining significant traction
Copyright © 2014 Oracle and/or its affiliates. All rights reserved.
Food & Beverage
200k+ sites
Table Service
Quick Service
Stadiums/Arenas
Theme Parks
Cruise Ships/Airports
Hotel
30k+ sites
Chains 20k+ sites
Luxury Resorts
Limited Service
Casinos
Cruise Ships
Retail
100K+sites
Specialty Retail
Hard Goods
Grocery
Petro/Convenience
Omni-Channel
Copyright © 2014 Oracle and/or its affiliates. All rights reserved.
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MICROS Deployed at Over 330,000 Sites Across 180 Countries
Hotel, Food & Beverage Retail
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Customer Information and Logos Provided by MICROS |
Copyright © 2014 Oracle and/or its affiliates. All rights reserved.
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Oracle Enables Industry Transformations
Industry Applications + Business Applications + Technology
Run mission-critical operations with Oracle industry applications
Engage customers across channels with Oracle Marketing & Social
Improve revenue cycles with Oracle Customer Experience
Reduce expenses and turnover with Oracle Human Resource and ERP
Delivered in the cloud, on-premise, or via a hybrid model on Oracle
Merchandise Management Clinical Trial Management Project & Portfolio
Commerce Drug Safety Management
Store Operations Translational Research Capital Planning
ASSET
RETAIL Supply Chain HEALTH Health Sciences Network INTENSIVE Project Analytics
Retail Analytics SCIENCES
Billing & Revenue Billing & Revenue
Core Banking Management
Insurance Management
Service Fulfillment Smart Grid
Analytics & Risk Infrastructure Management
Policy Management FINANCIAL Management
COMMUNICATIONS UTILITIES Analytics
Network Operations
SERVICES
HOSPITALITY
(Pending MICROS Acquisition)
Revenue Management
Reservations
Property Management
Point-of-Sale
Enterprise Operations
Fraud & Loss Prevention
Copyright © 2014 Oracle and/or its affiliates. All rights reserved.
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Oracle + MICROS Hotels Solutions
Integrating and Transforming Hotels Across the Stay Experience
Oracle
MICROS
Marketing & Social Cloud Service Cloud Distribution Services Property Management Revenue Management Sales & Catering Reservations Attract Service Point-of-Sale Customers Customers Commerce Cloud Loyalty RUN
HOTEL
Operate Staff
Financials Cloud Hotel Hotel Property Management Analytics Workforce Management Supply Chain Management Cloud Human Resources Cloud
Copyright © 2014 Oracle and/or its affiliates. All rights reserved.
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Oracle
Oracle + MICROS Food & Beverage (F&B) Solutions
Integrating and Transforming F&B Across the Dining Experience MICROS
Marketing & Social Cloud Customer Experience Cloud Commerce Cloud Kitchen Management Online Ordering Attract Service Table Management Reservations Customers Customers Enterprise Operations Loyalty Point-of-Sale
RUN F&B
Financials Cloud Operate Staff Kitchen Management F&B F&B
Analytics Human Resources Cloud Inventory Management Workforce Management Supply Chain Management Cloud Fraud & Loss Prevention
Copyright © 2014 Oracle and/or its affiliates. All rights reserved.
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Oracle + MICROS Retail Solutions
Integrating and Transforming Retailers Across the Buying Experience
Oracle
MICROS
Marketing & Social Cloud Customer Experience Cloud Commerce Cloud Merchandise Management Loyalty Attract Service Store Operations Customers Customers Point-of-Sale
RUN RETAILER
Operate Staff Retailer Retailer
Financials Cloud Human Resources Cloud Retail Analytics Workforce Management Supply Chain Management Cloud Fraud & Loss Prevention
Copyright © 2014 Oracle and/or its affiliates. All rights reserved.
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Joint Customer Success: Accor
Overview Oracle Solutions
Oracle Siebel CRM
Tier 1, Global Hotel Company with a wide range of Brands Oracle Real-Time Decisions
Over 3,600 hotels across 5 Oracle WebCenter continents
Cloud centric strategy with
above property solutions MICROS Solutions
OPERA Property Management Cloud
OPERA Sales and Catering
Simphony / 9700 Point-of-Sale
Copyright © 2014 Oracle and/or its affiliates. All rights reserved.
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Joint Customer Success: Hyatt
Overview Oracle Solutions
Oracle ATG Web Commerce
Tier 1, Global Brand with 554 properties across 47 countries
Lean IT department supporting
above property solutions through its portfolio
Provide flexibility and MICROS Solutions individuality across properties
Web sites within common OPERA Property Management Cloud corporate framework Simphony / 9700 Point-of-Sale
Copyright © 2014 Oracle and/or its affiliates. All rights reserved.
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Oracle + MICROS: A Compelling Combination
MICROS to be a Dedicated Business Within the Oracle Industry Organization
Oracle Industry Organization Overview MICROS Operating Plan
Dedicated global business units (GBU) Enhance Oracles GBU organization with the
Product Development, Sales, Services addition of MICROS
Over 18,000 industry employees MICROS Hotel and F&B offerings to anchor Oracles Hospitality solutions
Deep industry domain expertise
MICROS Retail offerings to complement Oracles
Focused investment existing Retail solutions
$500+ million annual R&D investment in Accelerate investments in products and
industry applications
services
Includes approximately 30 acquisitions
Utilize Oracle technology, infrastructure, Drive cloud, mobile, social and big data adoption
operations, and global scale Protect and enhance customers existing investments in software and hardware
Expand using Oracles global scale and reach
Copyright © 2014 Oracle and/or its affiliates. All rights reserved.
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ORACLE