BEA Counters Oracle, Letter for Letter

As I had anticipated earlier this afternoon, Alfred Chuang and his board at BEA unambiguously rebuffed the public ultimatum that Oracle issued earlier today regarding its increasingly bellicose bid to acquire one of few remaining enterprise-software companies it doesn’t already own.

The BEA missive is a well-worded, concise rejoinder to Oracle’s hostile overture. Essentially, the BEA reply states that the $17-per-share takeover proposal from Oracle undervalues the company. It also says that BEA’s board of directors is fulfilling its fiduciary obligations by ensuring that it receives fair value for BEA as a corporate asset.

BEA also implicitly rebukes Oracle for its wildly entertaining, carnival-like approach to deal negotiation:

BEA’s Board has not indicated that it would be opposed to a transaction that appropriately reflects BEA’s value, reached through a reasonable process. To the contrary, the Board is keenly aware of its fiduciary duties to shareholders and is acting accordingly. Indeed, BEA presented to Oracle standard and customary terms under which BEA would share information regarding a potential transaction, assuming Oracle were to propose a reasonable price, but Oracle has rejected
such a process.

If Oracle is genuinely interested in acquiring BEA, you are fully capable of proposing a reasonable price to the BEA Board or taking any offer you wish directly to BEA shareholders.

Unless Larry Ellison goes ballistic with rage, I fear this is the last installment of the public imbroglio between the boards of Oracle and BEA. The action will occur behind the scenes henceforth.


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