BEA Board Rejects Offer As Oracle Threatens to Walk Away


BEA Systems' Board of Directors has turned thumbs down on a $17-per-share, unsolicited takeover offer from Oracle, and Oracle claims executives of its takeover target won't even sit down to meet.

Oracle's president, in a new letter to BEA, said it will walk away from its proposal if BEA doesn't agree to accept it, or give shareholders a chance to vote on it, by Oct. 28.

In a statement, Oracle said it delivered a letter to BEA's Board, urging directors to send the proposal to shareholders for a vote.

"Last night we were told by Bill Klein, (BEA's) Vice President-Business Planning and Development (speaking on behalf of the board), that BEA's board again rejected our proposed price of $17 per share in cash," Oracle President Charles Phillips wrote, in a letter dated Oct. 23. "The board has refused to meet with us since we made our October 9th proposal.

"Oracle urges the BEA board of directors to let BEA's shareholders decide: sign an acquisition agreement with Oracle and allow the shareholders to vote," Phillips wrote. He said the offer would expire at 5 p.m., Pacific Time, on Oct. 28 if BEA didn't take action.

Oracle launched its hostile takeover attempt of BEA on Oct. 12, sparking speculation that a potential bidding war could develop. Such a competition to take over BEA has not yet publicly emerged.

Before Oracle launched its takeover attempt, BEA shares were trading at $14.05 per share. Before trading on Wall Street opened on Tuesday, BEA shares were at $18.58 -- but were down 70 cents per share in pre-market trading after Oracle announced its walk-away threat.