Business Context and Reporting Period
Company: Oracle Corporation (formerly Ozark Holding Inc.)
Filing Type: Form 8-K (Current Report)
Date of Report: February 3, 2006
Reporting Period: Event date February 3, 2006
This filing reports the entry into a new commercial paper program and the termination of a prior program to align the issuer structure following the acquisition of Siebel Systems. Oracle is the successor to Oracle Systems Corporation.
Key Financial Metrics
Debt and Liquidity:
- New Commercial Paper Program: $3,000,000,000 authorized limit.
- Program Structure: Dealer agreements established with Banc of America Securities LLC, JP Morgan Securities Inc., Lehman Brothers Inc., Merrill Lynch Money Markets Inc., and Merrill Lynch Pierce, Fenner & Smith Incorporated.
- Agency: JPMorgan Chase Bank, National Association appointed as Issuing and Paying Agent.
Revenue, Profit, and Margins:
- The filing text does not provide a clear value for revenue, profit, cash flow, or margins.
Material Changes Versus Prior Period
Termination of Old Program:
- The previous Commercial Paper Program of Oracle Systems Corporation (Old CP Program) was terminated effective February 3, 2006.
- No additional notes will be issued under the Old CP Program.
- The Old CP Program's agency agreement will terminate upon the final maturity of existing notes.
Structural Change:
- The New CP Program was established to ensure the ultimate parent company of Oracle Systems and Siebel is the issuer of notes, replacing the previous structure.
Guidance, Outlook, and Risks
Management Commentary:
- The restructuring of the commercial paper program is a procedural update to reflect the corporate hierarchy post-acquisition.
- Terms of the New CP Program are substantially the same as the Old CP Program.
Risks and Contingencies:
- The filing text does not provide a clear value for specific risks, contingencies, or unusual items beyond the standard execution of the debt program.
Investor Verification Checklist
- Verify the execution of the Dealer Agreements and Issuing and Paying Agency Agreement (Exhibits 10.1 and 10.2).
- Confirm the cessation of note issuance under the Oracle Systems Corporation Old CP Program.
- Monitor the maturity dates of notes issued under the Old CP Program to determine the final termination date of the prior agency agreement.
- Review subsequent filings for actual issuance volumes under the new $3 billion program.