On Monday 5 June, 2000, Invensys plc purchased through its agent Goldman
Sachs International 5.5 million shares of Baan Company N.V. on the
Amsterdam Exchanges at an average price of Euro 2.81.
THE OFFER (THE "OFFER") FOR THE OUTSTANDING BAAN SHARES HAS NOT YET
COMMENCED, AND THIS ANNOUNCEMENT IS NEITHER AN OFFER TO PURCHASE NOR A
SOLICITATION OF AN OFFER TO SELL SECURITIES. AT THE TIME A SUBSIDIARY OF
INVENSYS COMMENCES THE OFFER, IT WILL FILE AN OFFER TO PURCHASE, THE
RELATED APPLICATION FORM FOR DUTCH HOLDERS AND LETTER OF TRANSMITTAL FOR
U.S. HOLDERS AND OTHER OFFER DOCUMENTS (THE "OFFER DOCUMENTS") WITH THE
U.S. SECURITIES AND EXCHANGE COMMISSION (SEC), THE AMSTERDAM STOCK EXCHANGE
AND THE SER MERGER COUNCIL, AND BAAN WILL FILE A
SOLICITATION/RECOMMENDATION STATEMENT WITH THE SEC. SHAREHOLDERS OF BAAN
ARE STRONGLY ADVISED TO READ BOTH THE OFFER DOCUMENTS AND THE
SOLICITATION/RECOMMENDATION STATEMENT REGARDING THE OFFER WHEN THEY BECOME
AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. INVESTORS MAY
OBTAIN A FREE COPY OF THESE AND OTHER DOCUMENTS FILED BY THE INVENSYS
SUBSIDIARY AND BAAN AT THE SEC'S WEB SITE AT WWW.SEC.GOV. THE OFFER
DOCUMENTS AND THE SOLICITATION/RECOMMENDATION STATEMENT WILL BE MADE
AVAILABLE TO SHAREHOLDERS OF BAAN AT NO EXPENSE TO THEM.
