In The News

The principals of M&A are quoted regularly and frequently in publications ranging from Business Week and Forbes to the Wall Street Journal, the New York Times, New York Post, Los Angeles Times, and other major publications worldwide. M&A has been the subject of interviews on business-radio and television programs including the Fox Business News, CBS MarketWatch, The Street.com TV, Yahoo! Finance TV, Sirius XM Radio, BBC-Worldwide and CNBC. Below are links to a sample of articles in which M&A has been quoted:

Oracle, PeopleSoft talked merger a year ago

June 2003

Oracle, PeopleSoft talked merger a year ago

Carrie Kirby, Chronicle Staff Writer

Despite Craig Conway's indignation over Larry Ellison's $5.1 billion hostile takeover bid, the PeopleSoft chief executive officer had approached Oracle just one year ago to discuss a possible deal between the two firms.

The two companies went as far as signing a nondisclosure agreement on June 5, 2002, and had introductory discussions about a combination that lasted two days, according to paperwork Oracle filed with the Securities and Exchange Commission on Monday. 

However, the two camps disagree on the precise nature of the proposed marriage. Sources close to Oracle say it was to have been a stand-alone company in which Oracle would have been a majority shareholder, and a source with knowledge of PeopleSoft says it was about "selling Oracle's applications business to PeopleSoft." 

"It was to discuss Oracle's exit from the applications business," said the source close to Pleasanton's PeopleSoft. "It was never to discuss a merger or to sell PeopleSoft to Oracle." 

Conway and Ellison spoke on the phone on June 7, 2002, and agreed that "there was no mutually acceptable basis for such a combination," according to Oracle's filing. 

"At that time we were unable to agree upon structure, but we continued to follow PeopleSoft very, very closely, and we think the time is right to present the PeopleSoft shareholders with an alternative plan," Ellison said in a conference call with analysts Friday. 

Analysts said it's not at all surprising that the two companies had at least casually talked about merging, especially in light of the deep slump in enterprise software sales last year. 

But one merger and acquisitions expert said the fact that a nondisclosure agreement was signed gives last year's talks more weight. 

"If conversations are just surface and not serious, there's no need to sign a nondisclosure," said Ken Marlin, managing partner at New York media and technology investment bank Marlin & Associates. 

Oracle spokesman Jim Finn said he does not know the terms of the nondisclosure agreement. 

Morton Pierce, a New York attorney who specializes in mergers and acquisitions, said Ellison might be purposely making much of last year's talks in order to make it look as if he tried the amicable route first. 

"I think it always helps in a hostile if the raider appears to have attempted to have made some contact," Pierce said, "(even if) they didn't talk about anything more than the lunch menu." 

It's not clear how the two companies in just one year went from friendly deal-making to a hostile takeover punctuated by name calling and threatened lawsuits. Those who know both Ellison and his former employee Conway say there has been no personal bad blood between the two, nor was there ever much of a friendship. 

According to Oracle, PeopleSoft threatened to sue the company Monday but dropped the threat Tuesday. Finn said he didn't know anything about the content of the threatened lawsuit, and PeopleSoft refused to discuss its legal strategy. 

"We are hopeful that this apparent change in course indicates that the PeopleSoft board will be willing to meet with us to discuss our offer," Oracle Executive Vice President Safra Catz said in a prepared statement. 

Oracle shares rose 1.25 percent, or 16 cents, to close at $13.02 Tuesday. PeopleSoft shares fell less than a penny to close at $17.90.

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