BEA clarifies Oracle’s clarification
Oh boy, it looks like we may be in for another entertaining takeover drama.
Oracle and BEA Systems traded letters on Friday over Oracle’s unsolicited bid to buy the San Jose maker of software that helps applications communicate with data base servers.
Feeling the need to “clarify the sequence of activities that have transpired over the past few days,” Oracle President Charles Phillips sent BEA’s board a letter after BEA’s management allegedly cancelled a 10 a.m. meeting Friday designed “to commence a process intended to result in the execution of definitive agreements before the open of business on Monday.”
Ah, not true, according to a reply to Phillips’s letter late Friday afternoon from William Klein, BEA’s vice president of business planning and development, who asked Phillips to let him “clarify your misunderstanding and set the record straight.”
BEA, which told Oracle in its inital written reply to its offer that it considers Oracle a “direct competitor,” is leery of “any process which is long in duration, open-ended in nature” or that would “divulge competitively sensitive information which could materially harm our business and our shareholders’ interests.”
Perhaps BEA was summoning the memory of Oracle’s hostile acquisition of PeopleSoft, which took a year and a half to consummate, which PeopleSoft said helped sew doubts among its customers. On the upside to the delay, Oracle’s offer for PeopleSoft rose 65 percent from its initial $16 per-share bid to to an eventual $26.50.
BEA also feels that the “absence of current financial information to the public markets limits investor visibility into our performance.” BEA is in the process of restating its financial results following its investigation into improper handling of stock options and has not filed financial results since June 2006.
But that didn’t stop Oracle from acquiring Portal Software, a billing software company that was delinquent in its SEC filings by more than a year at the time they were acquired by Oracle last year.
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You can’t really cite Portal Software’s acquisition as an example. Portal’s management team was incompetent and incapable of doing anything right for its shareholders. Their largest institutional shareholder opposed the buyout and Oracle had to use some questionable tactics to get the deal though.
BEA is a much smarter and savvy company. I doubt Oracle can buy them cheap.