While PeopleSoft and Oracle execs bark at each other, the deadline later today for Oracle final bid for its rival grows ever closer and PeopleSoft shareholders are still considering their position.
One big shareholder has made up its mind. The California Employees' Retirement System (Calpers) is tendering its 1.5 million shares to Oracle, giving the hostile suitor a last-minute boost.
Calpers' board voted earlier this week to tender the shares, said spokesman Brad Pacheco: "Generally speaking, we just felt it made economic sense and it was a fair price."
Oracle's final offer for PeopleSoft stands at $24 per share. The bid expires at midnight Eastern Standard Time today, Friday 19 November. The deadline has prompted a number of shareholders to tender their shares to Oracle, in the past few days but PeopleSoft's largest shareholder, Private Capital Management, is still holding firm.
Calpers is no dwarf though - it is the largest US pension fund while a relatively small PeopleSoft shareholder. And its decision will help Oracle in its takeover attempt. It also adds to the pressure on other shareholders. Tendering shares does not mean that shareholders have to sell to Oracle at its bid price, but such action signals support for the takeover.
However, the two companies' execs are still fighting with one another. Oracle chairman Jeffrey Henley has issued a letter to PeopleSoft shareholders, telling them that it is time for them to decide if they want to accept Oracle's offer. The letter is firm, direct and pointed.
"The PeopleSoft board has for 17 months acted to deny stockholders the opportunity to consider our offer. They have failed to deliver an alternative transaction to deliver value to stockholders, and seem determined to use the poison pill indefinitely to deny stockholder choice. They have responded to our $24 best and final offer in characteristic fashion: by attempting to change the subject and issuing what analysts have described as unobtainable financial projections."
PeopleSoft's board has rejected offers from Oracle over the 17 months since Oracle made its bid, including the standing $24 offer. Henley addressed that in his letter: "This is not a new tactic for PeopleSoft. It is well understood that the financial guidance PeopleSoft issued in the third quarter of 2003 as a basis for rejecting Oracle's tender offer was unachievable at the time, and it has not been achieved. We suggest you consider this track record when evaluating what PeopleSoft's board is telling you now and in deciding whether to tender your shares."
He concludes: "We look forward to closing this transaction quickly. The choice is yours."
It's a desperate last move on Oracle's part. It has been through a lot to try to get its hands on PeopleSoft, including being sued by the US government, but it will amount to nought if PeopleSoft's shareholders decide to stick with what they know. Only time will tell.
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