Oracle Takeover Bid for PeopleSoft Splits Vote

November 16, 2004 ( - Oracle Corp.'s hostile takeover bid for PeopleSoft Inc. got mixed news Tuesday when one large shareholder came out in favor of the $8.8-billion move while another indicated its opposition.

Oracle said Capital Guardian Trust Co., PeopleSoft’s largest shareholder with a 10.2% stake, will go along with Oracle’s $24-per-share bid, Reuters reported. However, Private Capital Management LP, which holds 9.4% of PeopleSoft shares, declared in a regulatory filing that it will not tender its shares because it believes Oracle’s offer undervalues PeopleSoft.

The no vote by Private Capital Management, the first big PeopleSoft institutional shareholder to publicly pick sides, represented a setback to Oracle, whose executives have traveled the country in recent weeks lobbying shareholders in favor of its offer. Naples, Florida-based Private Capital, a unit of money manager Legg Mason Inc., held 35.1 million shares of PeopleSoft as of Monday.

PeopleSoft’s shareholders have until the last minute on Friday to make up their minds, and it’s likely some will delay as long as they can to see how the voting goes so they can decide if Oracle might up its per-share bid.

Oracle appears likely to win a majority of shares by the deadline, some sources said, though PeopleSoft could still take further measures to try to block the takeover. Oracle has said $24 per share is its best and final offer (See  Oracle Bumps PeopleSoft Hostile Takeover Bid  ). It first launched its bid back in June 2003 at $16 per share, but had offered as much as $26 per share early this year, which PeopleSoft’s board also rejected.