Oracle Gets Approval From Europe, PeopleSoft Reviews Decision

    October 26, 2004

PeopleSoft announced that its Board will review the implications of today’s decision by the European Commission regarding Oracle’s proposed acquisition of PeopleSoft.

The Company stated that PeopleSoft’s Board has carefully considered and unanimously rejected each of Oracle’s offers, including its current offer of $21.00 per share. On May 25, 2004, the Board concluded that the current offer was inadequate and did not reflect PeopleSoft’s real value. The Board received the opinions of Citigroup Global Markets Inc. and Goldman, Sachs & Co. that the $21.00 per share offer was inadequate from a financial point of view.

PeopleSoft continues to demonstrate strong top-line and bottom-line performance with solid profits and cash flow, and low DSO. The Company announced strong third quarter financial results with license revenue of $161 million and strong earnings per share, both of which exceeded consensus estimates. For the quarter, PeopleSoft reported total revenue of $699 million, a record for PeopleSoft and an increase of 12 percent over the prior year. The Company anticipates sequential growth in license revenue, pro forma and GAAP earnings per share in the fourth quarter. The Company continues to demonstrate strong sales execution and enters the fourth quarter with a robust pipeline.

PeopleSoft claims compensatory damages of more than $1 billion plus punitive damages in the Company’s lawsuit against Oracle, which is scheduled to go to trial before a jury in Oakland, California, on January 10, 2005. PeopleSoft’s complaint alleges that Oracle has engaged in unfair business practices, including a deliberate campaign to mislead PeopleSoft’s customers and disrupt its business.

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