NOTICE OF PENDENCY AND PROPOSED SETTLEMENT OF CLASS ACTION AND DERIVATIVE LAWSUIT

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1 IN THE COURT OF COMMON PLEAS OF CHESTER COUNTY, PENNSYLVANIA TRADING STRATEGIES FUND, on CIVIL DIVISION Behalf of Itself and All Others Similarly Situated, No Plaintiff, -against- NOORUDDIN S. KARSAN, TROY A. KANTER, BARRY M. ABELSON, RENEE B. BOOTH, JOSEPH A. KONEN, REBECCA J. MADDOX, JOHN A. NIES, and RICHARD J. PINOLA, INTERNATIONAL BUSINESS MACHINES CORPORATION and JASMINE ACQUISITION CORP., Defendants, -and- KENEXA CORPORATION, Nominal Defendant. NOTICE OF PENDENCY AND PROPOSED SETTLEMENT OF CLASS ACTION AND DERIVATIVE LAWSUIT TO: ALL PERSONS OR ENTITIES WHO OWNED KENEXA CORPORATION S ( KENEXA ) COMMON STOCK AT ANY TIME BETWEEN AUGUST 25, 2012 THROUGH AND INCLUDING DECEMBER 3, 2012 AND ALL OF THEIR PREDECESSORS, TRUSTEES, EXECUTORS, ADMINISTRATORS, HEIRS, AND ASSIGNS, IMMEDIATE AND REMOTE, AND TO THE EXTENT ACTING AS SUCH, ANY PERSON ACTING FOR OR ON THEIR BEHALF, OR CLAIMING UNDER ANY OF THEM AND EACH OF THEM, BUT EXCLUDING DEFENDANTS AND PERSONS OR ENTITIES RELATED TO OR AFFILIATED WITH DEFENDANTS (THE SETTLEMENT CLASS ). THIS NOTICE WAS SENT TO YOU BY ORDER OF THE COURT. PLEASE READ THIS NOTICE CAREFULLY AND IN ITS ENTIRETY. THIS NOTICE RELATES TO A PROPOSED SETTLEMENT OF THIS CLASS AND DERIVATIVE ACTION AND, IF YOU ARE A SETTLEMENT CLASS MEMBER OR FORMER KENEXA SHAREHOLDER, CONTAINS IMPORTANT INFORMATION AS TO YOUR RIGHTS CONCERNING THE SETTLEMENT DESCRIBED BELOW. IF YOU HELD SHARES OF KENEXA STOCK FOR THE BENEFIT OF ANOTHER, PLEASE PROMPTLY TRANSMIT THIS DOCUMENT TO THE BENEFICIAL OWNER. This Notice is not a lawsuit against you, you are not being sued. You have received this Notice because you may be a member of the Settlement Class described in this Notice or because you are a former shareholder of Kenexa.

2 I. PURPOSE OF THIS NOTICE This Notice is given pursuant to an Order of the Court of Common Pleas for Chester County, Pennsylvania (the Court ) entered in the above-captioned action (the Action ) on March 18, 2013 (the Notice Order ). The purpose of this Notice is to inform you of the pendency and proposed settlement of the Action (the Settlement ) by means of a Stipulation of Settlement and Release (the Stipulation ) entered into by the Parties, and the Court s conditional certification of a Settlement Class for purposes of the Settlement, and to notify you of a hearing to be held on June 13, 2013 at 10:00 a.m. (the Settlement Hearing ), at the Chester County Courthouse, 201 W. Market St., Room 11, West Chester, Pennsylvania , to determine whether the Settlement should be finally approved by the Court; and whether a Final Order and Judgment as provided in the Stipulation should be entered herein. The Court has determined that for purposes of the Settlement only, the Action shall be conditionally maintained as a class action pursuant to Pa. R.C.P et. seq. on behalf of the Settlement Class. At the Settlement Hearing, the Court will also consider whether the Settlement Class should be permanently certified as a settlement class pursuant to Pa. R.C.P et. seq., and whether Plaintiff and its counsel have adequately represented the Settlement Class. This Notice describes the rights that you may have pursuant to the Settlement and what steps you may, but are not required to, take in relation to the Settlement. If the Court approves the Settlement, the Parties will ask the Court at the Settlement Hearing to enter an Order and Final Judgment dismissing the Action with prejudice on the merits and releasing all Settled Claims (as defined below). The Court has reserved the right to adjourn the Settlement Hearing without further notice to the Settlement Class other than by announcement at the Settlement Hearing or any adjournment thereof. The Court has further reserved the right to approve the Settlement at or after the Settlement Hearing with such modifications as may be consented to by the Settling Parties and without further Notice to the members of the Settlement Class. II. HISTORY AND BACKGROUND OF THE SETTLEMENT THE FOLLOWING RECITATION DOES NOT CONSTITUTE FINDINGS OF THE COURT. IT IS BASED ON THE STATEMENTS OF THE PARTIES AND SHOULD NOT BE UNDERSTOOD AS AN EXPRESSION OF ANY OPINION OF THE COURT AS TO THE MERITS OF ANY OF THE CLAIMS OR DEFENSES RAISED BY ANY OF THE PARTIES. On August 27, 2012, Kenexa and International Business Machines Corporation ( IBM ) announced that they had reached a definitive agreement (the Merger Agreement ) for IBM to acquire Kenexa for $46.00 per share in cash (the Merger ). On September 19, 2012, Kenexa filed a proxy statement in preliminary form (the Preliminary Proxy ) which included, among other things, a recommendation by the Board of Directors of Kenexa (the Board ) that Kenexa s shareholders vote in favor of the adoption of the Merger Agreement, and made the Preliminary Proxy available to shareholders via the website of the Securities and Exchange Commission (the SEC ). On September 25, 2012, Plaintiff Trading Strategies Fund, a shareholder of the Company, sent a demand letter (the Demand Letter ) to the Board challenging the actions of the members of the Board in connection with the Merger and the Merger Agreement, including, but not limited to, the sale process that resulted in the Merger Agreement, the terms of the Merger Agreement, and the Company s disclosures in the Preliminary Proxy and alleged that the Board had breached its fiduciary duties in connection therewith. In response to Plaintiff s Demand Letter, the Kenexa Board formed a Demand Review Committee (later named a Special Litigation Committee) composed of directors John Nies, Richard Pinola and Dr. Renee Booth. 2

3 On or about October 26, 2012, Kenexa filed with the SEC a Definitive Proxy in connection with the Merger pursuant to Section 14(a) of the Securities Exchange Act of 1934 ( Definitive Proxy ) that scheduled a special meeting of Kenexa stockholders for November 29, 2012 to vote, among other things, on whether to adopt the Merger Agreement (the Stockholder Vote ). On or about October 31, 2012, Plaintiff Trading Strategies Fund filed a complaint (the Complaint ), alleging derivative claims on behalf of Kenexa as well as a class claim on behalf of all holders of Kenexa s common stock other than Defendants and their affiliates (collectively, the Putative Class ), in the Court of Common Pleas for Chester County, Pennsylvania (the Court or the Chester County Court ), captioned Trading Strategies Fund v. Karsan, et. al., No The Complaint sought relief against Kenexa s Board of Directors (Nooruddin S. Karsan, Troy A. Kanter, Barry M. Abelson, Renee B. Booth, Joseph A. Konen, Rebecca J. Maddox, John A. Nies, and Richard J. Pinola) as well as IBM and Jasmine Acquisition Corp. (together, IBM ). The Complaint challenged the actions of the members of the Board in connection with the Merger and the Merger Agreement, including, but not limited to, the sale process that resulted in the Merger Agreement, the terms of the Merger Agreement and the Company s disclosures in the Definitive Proxy, and alleged that the Board had breached its fiduciary duties in connection therewith. The Complaint also alleged, inter alia, that by reason of Defendants actions, Plaintiff, Kenexa and members of the Putative Class had suffered and would suffer irreparable harm for which they had no adequate remedy at law, and requested that the Court grant appropriate relief for such alleged harm. On or about November 5, 2012, Plaintiff filed a motion seeking (i) a temporary restraining order, (ii) expedited discovery, and (iii) a prompt post-expedited discovery hearing date on a motion for a preliminary injunction (the TRO/ED Motion ). Also on or about November 5, 2012, the Special Litigation Committee released a report in response to Plaintiff s Demand Letter (the SLC Report ). On or about November 7, 2012, the Court, at Defendants request, scheduled an administrative conference on November 13, On or about November 8, 2012, the Parties reached an agreement pursuant to which (i) Kenexa agreed to produce to counsel for Plaintiff the documents considered by the Special Litigation Committee in formulating the SLC report and to make available for deposition by Plaintiff the members of the Special Litigation Committee and (ii) Plaintiff withdrew the TRO/ED Motion. On or about November 9, 2012, pursuant to the Parties agreement, Kenexa produced the documents described above. Also on or about November 9, 2012, (i) the Kenexa Defendants filed a motion to dismiss Plaintiff s Complaint, which motion was joined by IBM, (ii) the Kenexa Defendants filed preliminary objections to Plaintiff s Complaint and (iii) IBM filed its preliminary objections to the Plaintiff s Complaint. On or about November 13, 2012, the Court held an administrative conference at which it (i) directed that on November 21, 2012, Plaintiff would file its responses to the motion to dismiss and respective preliminary objections filed by the Defendants and the Parties would simultaneously file their respective papers in connection with a motion by Plaintiff for a preliminary injunction and (ii) scheduled a hearing on November 27, 2012 on the motion to dismiss and preliminary objections filed by Defendants and Plaintiff s motion for a preliminary injunction. Pursuant to the Parties agreement, Plaintiff took the depositions of the members of the Special Litigation Committee as follows: (i) Richard J. Pinola in Philadelphia, PA on November 13, 2012, (ii) Renee B. Booth in Berwyn, PA on November 13, 2012 and (iii) John A. Nies in Boston, MA on November 18,

4 Between November 16, 2012 and November 20, 2012, counsel for the Defendants and counsel for Plaintiff engaged in good faith discussions with regard to the possible settlement of the Action. After extensive negotiations, the Parties reached an agreement in principle concerning the proposed settlement of the Action, which was set forth in a memorandum of understanding (the MOU ) dated November 20, 2012 and formalized in the Stipulation. On December 3, 2012, IBM completed its acquisition of Kenexa. III. THE PROPOSED SETTLEMENT In consideration for the full settlement and release of all Settled Claims (as defined below) the Company agreed to grant its shareholders dissenters rights (as provided in Subchapter 15D of the Pennsylvania Business Corporation Law of 1988, as amended (the PBCL )) in connection with the Merger pursuant to Section 1571(c) of the PBCL. Without admitting any wrongdoing, Defendants have acknowledged that the decision to make available to members of the Putative Class dissenters rights was the principal result of the Action, the efforts of Plaintiff s Counsel, the desire for a full and complete release (as described below) and extensive negotiations between counsel for Plaintiff and Defendants. In further consideration for the full settlement and release of all Settled Claims, the Company disclosed that one of the independent directors of the Company owns an amount of IBM stock which Defendants do not believe to be material in relation to such director s overall securities holdings, overall financial position or holdings of Kenexa stock, and that as part of its review, the Special Litigation Committee considered this and determined that such stock ownership did not impact the director s independence. Without admitting any wrongdoing, Defendants have acknowledged that the decision to disclose the information set forth above was the result of the Action, the efforts of Plaintiff s Counsel, the desire for a full and complete release and extensive negotiations between counsel for Plaintiff and Defendants. Defendants deny all allegations of wrongdoing, fault, liability or damage to Plaintiff, Kenexa and the Settlement Class, deny that they are or have engaged in any wrongdoing or violation of law or breach of duty, deny that the Preliminary Proxy or Definitive Proxy is in any way deficient, and expressly maintain that they acted properly at all times including complying with their fiduciary and other legal duties and public disclosure obligations. IV. RELEASE AND DISMISSAL OF CLAIMS ORDER AND FINAL JUDGMENT At the Settlement Hearing, the Parties will jointly ask the Court to enter an Order and Final Judgment which will, among other things: a. approve the Settlement pursuant to Pa. R.C.P. 1714(a); b. authorize and direct consummation of the Settlement in accordance with its terms and conditions and reserve jurisdiction to supervise the consummation of the Settlement; c. permanently certify the Settlement Class for settlement purposes only pursuant to Pa. R.C.P. 1702, et. seq.; d. provide for the complete discharge, dismissal with prejudice on the merits, settlement and release of, all claims, demands, rights, actions or causes of action, whether known or unknown, contingent or absolute, suspected or unsuspected, disclosed or undisclosed, hidden or concealed, matured or unmatured that have been, could have been, or in the future can or might be asserted in the Action or in any court, tribunal or proceeding (including, but not limited to, any claims arising under federal or state statutory or common law or relating to alleged fraud, misrepresentation (negligent, reckless, intentional or otherwise, and including misrepresentations through omission(s)), breach of any duty, negligence, violations of federal or state 4

5 securities laws or any other claim under any theory by or on behalf of the Plaintiff in the Action, the Company, and any and all of the members of the Settlement Class, (and, to the extent acting as such, Plaintiff s or any Settlement Class member s current and former directors, officers, shareholders, employees, servants, partners, agents, affiliates, subsidiaries, parents, joint ventures, successors or assigns, and any representatives, trustees, executors, heirs, assigns or transferees, attorneys, accountants, investment bankers, commercial bankers, advisors or insurers of any of the foregoing) (collectively, the Releasing Persons ) whether individual, class, derivative, representative, legal, equitable or of any other type or in any other capacity against any and all Parties to the Action and their current and former directors, officers, shareholders, employees, servants, partners, agents, affiliates, subsidiaries, parents, joint ventures, successors or assigns, and any representatives, trustees, executors, heirs, assigns or transferees, attorneys, accountants, investment bankers, commercial bankers, advisors or insurers of any of the foregoing, as well as all counsel representing the Parties in the Action (the Released Persons ) whether or not any such Released Persons were named, served with process or appeared in the Action, which the Releasing Persons ever had, now have, or hereafter can, shall or may have by reason of, arising out of, relating to or in connection with the allegations, facts, events, transactions, acts, occurrences, statements, representations, misrepresentations, or omissions set forth or referred to in the Action or otherwise related to (i) the Action; (ii) the facts or occurrences alleged in the Action; (iii) the Merger (or the events that gave rise thereto) or the Merger Agreement or any amendment thereto; (iv) the fiduciary obligations of any of the Released Persons in connection with the Merger; (v) the negotiations in connection with the Merger or the Merger Agreement or any amendment thereto; (vi) the Preliminary Proxy, the Definitive Proxy, all documents incorporated therein and exhibited thereto, and all disclosures made in connection with the Merger, the Merger Agreement or this Action, including without limitation any disclosures, non-disclosures or public statements made in connection with any of the foregoing; and (vii) this Settlement (collectively, the Settled Claims ), provided that the Settled Claims do not include (i) any claim by any Defendant against any insurance carrier; (ii) claims to enforce the Settlement if approved by the Court; or (iii) claims to enforce shareholder dissenter rights as provided in Subchapter 15D of the Pennsylvania Business Corporation Law in connection with the Merger and set forth in the supplemental proxy materials mailed to Kenexa s shareholders on November 23, 2012, as provided for in the Settlement; e. provide that the release of Settled Claims extends to Unknown Claims, which means Settled Claims that Plaintiff, for itself, the Settlement Class and the Company, and any or all other persons and entities whose claims are being released, do not know or suspect to exist, which, if known by him, her or it, might affect his, her or its agreement to release the Released Persons, the Settled Claims or Defendants Claims, or might affect his, her or its decision to object to or not object to the Settlement; and that Plaintiff and each member of the Class will be deemed to have expressly waived, relinquished and released any and all provisions, rights and benefits conferred by or under Cal. Civ. Code 1542 or any law of the United States or any state of the United States or territory of the United States, or principle of common law, which is similar, comparable or equivalent to Cal. Civ. Code 1542, which provides: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR. f. permanently bar and enjoin the institution and prosecution by Plaintiff and any member of the Settlement Class of any other action against any Released Person in any court asserting any Settled Claims; and g. reserve jurisdiction over all matters relating to the administration and effectuation of the Settlement. 5

6 V. PLAINTIFF S COUNSEL S ATTORNEYS FEES AND EXPENSES Defendants have acknowledged that Plaintiff's Counsel have a claim for attorneys fees and reimbursement of expenses in the Action based upon the benefits that the Settlement has provided and will provide to Kenexa and Settlement Class Members. Rather than continuing to litigate this issue (including whether Plaintiff's Counsel are entitled to an award of attorneys fees and expenses and, if so, the amount of that award and who should be responsible for paying it), the Parties (after negotiating the other elements of the Settlement) agreed that, subject to Court approval of the Settlement (including approval of the resolution of Plaintiff s Counsel s claim for attorneys fees and reimbursement of expenses), Defendants will cause to be paid to Plaintiff s Counsel $500,000 (five hundred thousand US dollars) in full settlement of Plaintiff s Counsel s claim for attorneys fees and expenses. The attorneys fees and expense award will not be paid out of amounts that would otherwise have been paid to you or other former holders of Kenexa Common Stock. Defendants have agreed to support and in no way oppose such fees and reimbursement of expenses, provided that such fees and expenses are of an amount no more than $500,000. VI. THE SETTLEMENT HEARING The Settlement Hearing will be held on June 13, 2013 at 10:00 a.m. at the Chester County Courthouse, 201 W. Market St., Room 11, West Chester, Pennsylvania Any Settlement Class Member who objects to the Settlement, the entry of the Order and Final Judgment and/or the settlement of Plaintiff s Counsel s claim for attorneys fees and expenses, or who otherwise wishes to be heard, may appear in person or by his attorney at the Settlement Hearing and present evidence or argument that may be proper and relevant; provided, however, that, except for good cause shown, no Settlement Class Member shall be heard or entitled to contest the approval of the Settlement or, if approved, the Order and Final Judgment to be entered thereon, and no papers, briefs, pleadings or other documents submitted by any Settlement Class Member shall be considered by the Court unless that Settlement Class Member has served on the following counsel (i) a written notice of his, her or its intention to appear, (ii) proof of his, her or its membership in the Settlement Class, (iii) a written statement of the position he, she or it will assert, (iv) the reason for his, her or its position, and (v) copies of any papers, briefs or other matter they wish the Court to consider; on or before fourteen (14) calendar days before the Settlement Hearing: Richard B. Brualdi, Esq. THE BRUALDI LAW FIRM, P.C. 29 Broadway, Suite 2400 New York, NY Telephone:(212) Counsel for Plaintiff Trading Strategies Fund -and- Jay A. Dubow, Esq Robert H. Baron, Esq. PEPPER HAMILTON LLP CRAVATH, SWAINE & MOORE LLP 3000 Two Logan Square -and- Worldwide Plaza Eighteenth and Arch Streets 825 Eighth Avenue Philadelphia, PA New York, NY Telephone: (215) Telephone: (212) Counsel for Defendants Nooruddin Counsel for Defendants S. Karsan, Troy A. Kanter, Barry M. International Business Machines Abelson, Renee B. Booth, Joseph A. Corporation and Jasmine Konen, Rebecca J. Maddox, John A. Acquisition Corp. Nies, Richard J. Pinola and Nominal Defendant Kenexa Corporation 6

7 and filed said objections, papers and briefs with the Chester County Prothonotary, Chester County Courthouse, 201 W. Market St., Suite 1425, West Chester, Pennsylvania , on or before the same date. Any Settlement Class Member who does not make his, her or its objection in the manner provided shall be deemed to have waived such objection and shall forever be foreclosed from making any objection to the fairness or adequacy of the Settlement as incorporated in the Stipulation unless otherwise ordered by the Court. VII. NOTICE TO BROKERS AND OTHER NOMINEES The Court has ordered that record holders of common stock of Kenexa included in the Settlement Class send this Notice to all beneficial owners of such stock within five (5) days after receipt of the Notice or send a list of the names and addresses of such beneficial owners to the Notice Administrator within five (5) days of receipt of the Notice. To do so, you may either (1) provide the Notice Administrator with the names and addresses of such beneficial owners, preferably in an MS Excel data table setting forth (a) title/registration, (b) street address, (c) city/state/zip; electronically, in MS Word or WordPerfect files (label size Avery 5162); or on computer-generated mailing labels; or (2) send copies of the Notice to all beneficial owners by first-class mail and provide the Notice Administrator with written confirmation of having done so. Additional copies of the Notice may be requested by contacting the Notice Administrator at: Kenexa Corporation Litigation c/o Berdon Claims Administration LLC P.O. Box 9014 Jericho, NY Telephone: (800) Fax: (516) Website: You may obtain reimbursement of your reasonable and actual out-of-pocket disbursements that would not have been made but for this request by submitting an itemized statement to the Notice Administrator. VIII. EXAMINATION OF PAPERS This notice contains only a summary of the terms of the proposed Settlement. For a more detailed statement of the matters involved in these proceedings, you may refer to the Stipulation and the other papers on file with the Court in the Action. IF YOU HAVE ANY QUESTIONS, PLEASE MAKE ALL INQUIRIES TO: THE BRUALDI LAW FIRM, P.C. Richard B. Brualdi, Esq. 29 Broadway, Suite 2400 New York, NY Telephone: (212) PLEASE DO NOT CONTACT THE COURT DIRECTLY. Dated: March 28, 2013 BY ORDER OF THE COURT 7

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