PeopleSoft closes deal to buy J.D. Edwards

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Jul 18, 20032 mins

Oracle says it is still interested in acquiring PeopleSoft

PeopleSoft on Friday closed its deal to acquire J.D. Edwards, purchasing 88 percent of the outstanding shares of its fellow enterprise software firm, and expecting to buy the remaining shares by the end of August.

J.D. Edwards stockholders who tendered their shares in response to PeopleSoft’s offer received $14.74 in either cash, PeopleSoft stock, or a combination for each share. Those that did not tender their shares will receive $7.05 in cash in addition to 0.43 of a PeopleSoft share.

Because less than 90 percent of shareholders tendered their shares, the deal is classified as a long-form merger, which means an additional step needs to be taken, said Steve Swasey, a PeopleSoft spokesman. This step is merely a formality in which all J.D. Edwards shareholders vote on the acquisition, and since PeopleSoft now controls 88 percent of J.D. Edwards shares, the vote will pass, he said.

The total value of the deal is $1.8 billion, PeopleSoft said in a release Wednesday. Shares of J.D. Edwards were valued at $14.70 at the close of trading Thursday on the Nasdaq.

Michael Maples, a J.D. Edwards board member, has been elected to the PeopleSoft board of directors as part of the acquisition, PeopleSoft said Friday. Craig Conway, PeopleSoft president and chief executive officer, is in charge of the merged company, Swasey said.

PeopleSoft has been fending off a hostile takeover attempt by Oracle while it completed the J.D. Edwards acquisition. Oracle will stay the course, a spokesman said Friday. “We believe time is on our side. Oracle remains committed to acquiring PeopleSoft — even with the addition of J.D. Edwards,” Oracle spokesman Jim Finn said in a written statement.

PeopleSoft reported earnings Thursday that met its raised expectations for second-quarter revenue and net income.

David Legard of the IDG News Service, in Cairns, Australia, contributed to this report.