Oracle To Buy BEA for $7.85 Billion

Business software maker Oracle Corp. agreed Wednesday to buy BEA Systems Inc. for about $7.85 billion, a compromise price that ends a months-long dispute over the value of the company that pioneered Web services software.

The deal gives Oracle CEO Larry Ellison another trophy in his growing collection of acquisitions. This time, the addition is expected to boost Oracle's position in "middleware" -- the software that helps business programs interact with underlying databases.

Oracle agreed to pay $19.375 per share for BEA, a premium of 24 percent over BEA's closing share price of $15.58 on Tuesday. The total price is based on 405.3 million outstanding BEA shares as of Nov. 30. Oracle put the deal's value at $8.5 billion.

The offer for the San Jose-based BEA is much richer than Oracle's previous bid, which was rebuffed in October. That overture was for $17 a share, valuing the company at about $6.7 billion. At the time, BEA's board demanded a price of $21 per share.

The directors unanimously approved Wednesday's offer.

BEA's largest shareholder, billionaire investor Carl Icahn, applauded the deal. In September, he demanded BEA's board put the company up for sale.

"This transaction is an excellent example of the great results that can be achieved for all constituencies when the shareholder activist is able to work cooperatively with management," Icahn said in a statement.

Oracle said it expects BEA to add 1 cent to 2 cents per share to adjusted earnings in the first year after the deal closes. That requires stockholder and regulatory approval.

Ellison said the two companies' middleware products are "overwhelmingly complementary" and that BEA's proprietary WebLogic product, a Web services application, "will be an increasingly important part of our offerings."

Ellison has already spent more than $25 billion during the past three years buying a long list of competitors, including PeopleSoft, Siebel Systems and Hyperion Solutions.

Shares of Oracle fell 4 cents to $21.27 in Wednesday morning trading, while BEA stock gained $2.96, or 19 percent, to $18.54.


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