BEA counters Oracle: $21 a share sounds better

BEA Systems Inc.'s board of directors has named an acquisition price to competitor
and suitor Oracle Corp.: US$21 a share, $4 more than Oracle's initial offer.

"We continue to believe that Oracle's unsolicited proposal to acquire
BEA at $17.00 per share significantly undervalues BEA, and is therefore not
in the best interests of BEA shareholders," the company said in a statement
Thursday.

Oracle on Tuesday set a deadline of Sunday for BEA to accept its "generous"
original bid, which totals about $6.7 billion. The company also indicated it
had no interest in a protracted merger battle.

But BEA declared Thursday that the company's existing assets and future business
prospects dictate a significantly higher sale price. The company said it has
customers for its array of enterprise software among 75 percent of the Fortune
Global 500, along with $1 billion in cash reserves and no debt.

BEA said it arrived at the $21-per-share figure after talking to its financial
advisor, Goldman Sachs. The company said it has authorized its attorneys to
give a draft merger agreement to third parties willing to meet the price. The
agreement would "provide for an appropriately high degree of certainty
of closing," BEA said.

A successful purchase of BEA would significantly increase Oracle's standing
in the middleware space. While some BEA assets would help round out Oracle's
offerings, the companies overlap in key categories like Web servers and ESB
(enterprise service bus) products.