Oracle boosts bid for PeopleSoft
Oracle boosts bid for PeopleSoft
$6.3 billion offer faces poison pill, court challenges
From Tribune news services
June 19, 2003
REDWOOD SHORES, Calif. -- Oracle Corp. on Wednesday increased its offer for business software rival PeopleSoft Inc. by nearly 22 percent, to about $6.3 billion, in an aggressive effort to push investors to approve a deal that PeopleSoft executives have tried to thwart.
Oracle's sweetened offer is the latest salvo in increasingly bitter competition in the business software sector, which builds computer programs to run giant databases so corporate clients can store customers' credit card and other personal information.
Oracle Chief Financial Officer Jeff Henley said management decided to increase its cash offer to $19.50 a share from $16 after meetings this week with PeopleSoft's largest shareholders. Henley emphasized that Oracle was "absolutely committed" to the hostile takeover attempt.
"We've received input from a broad range of investors," Henley said. "Our revised price represents a great value for PeopleSoft shareholders."
Oracle's new offer represents a 13.7 percent premium on Pleasanton, Calif.-based PeopleSoft's closing share price Tuesday of $17.15.
A spokesman for PeopleSoft declined to comment on the new offer and wouldn't say when the company's directors will meet again. They voted unanimously to reject Oracle's first offer, arguing that it was too low and that a deal wouldn't win antitrust approval.
The biggest impediment to a takeover is a "poison pill" provision PeopleSoft's management could activate. Considered an extreme measure, the anti-takeover defense typically fends off unwelcome suitors by issuing new shares that boost the cost of the deal.
"We've urged shareholders to get the [PeopleSoft] board to face up to the reality that they need to get rid of this pill," Henley said.
Ken Marlin, managing director at New York-based media and technology investment bank Marlin & Associates, said Oracle's latest offer is "quite fair."
"This reaffirms what [Oracle Chief Executive] Larry Ellison has been saying for quite some time: That his offer is serious," Marlin said. "This offer absolutely makes sense. ... The PeopleSoft board of directors now needs to negotiate in good faith."
"PeopleSoft has to talk," said Bill Batcheller of National City Investment Management Co. "I'm not saying that they have to take this offer. It's more likely than not that you add a little bit to this."
On June 2, PeopleSoft announced a plan to acquire another competitor, Denver-based J.D. Edwards & Co., for $1.76 billion in a deal that would push PeopleSoft past Oracle into the No. 2 position in the sector, behind Germany's SAP AG. Four days later, Oracle launched its takeover bid for PeopleSoft.
J.D. Edwards has sued Oracle to stop the deal, and the attorney general of Connecticut also filed suit Wednesday. Connecticut, which has a $100 million contract with PeopleSoft to upgrade the state's computer system, said it was assembling a coalition of other states and consumers to fight the takeover.