PeopleSoft ups pace on deal to block hostile bid

PeopleSoft has opened a new front in its defence against Oracle's $5.1 billion (€4

PeopleSoft has opened a new front in its defence against Oracle's $5.1 billion (€4.3 billion) hostile bid, restructuring its own agreed acquisition of JD Edwards to force that deal through faster.

Early completion of the JD Edwards deal could help to push PeopleSoft beyond the reach of Mr Larry Ellison, Oracle's chairman, since he would have to pay up for both companies and integrate both at once.

PeopleSoft said it would now pay half the $1.7 billion purchase price for JD Edwards in cash. The move removes the need for PeopleSoft's shareholders to vote on the transaction.

Oracle denounced the tactic as a "ploy to preserve management's self-interest" since it deprived PeopleSoft's shareholders of their "last and only chance . . . to choose" whether they preferred Oracle's bid.

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Yesterday's tactic could shave a month or more off the time it takes to complete the JD Edwards acquisition, allowing it to close in eight to 10 weeks, said one person close to PeopleSoft.

The PeopleSoft manoeuvre came as executives from both companies began a round of meetings to fight their case.

Mr Craig Conway, PeopleSoft chief executive, aims to persuade customers and politicians that a takeover would damage the market for enterprise software, according to one person close to the company.

"We've done the traditional defensive tactics - now it's about the hearts and minds" of big customers that "wouldn't want to deal just with Oracle," this source said.

In a lawsuit filed in California last week, PeopleSoft accused Mr Ellison of lodging a "disingenuous tender offer" intended to harm its business and wreck its merger with JD Edwards.

PeopleSoft initially agreed to pay 0.86 of a share for each JD Edwards share, a move that valued the smaller company at $14.10 a share before the offer was unveiled. Under the new terms, it will pay $7.05 in cash and 0.43 of a share.

With its own stock yesterday still trading above the level of Oracle's bid, the new terms valued JD Edwards at $14.31 a share. - (Financial Times Service)