UPDATED 12:34 EST / OCTOBER 07 2016

NEWS

Oracle delays NetSuite acquisition again amid shareholder resistance

Oracle Corp. may have convinced antitrust authorities to approve its proposed acquisition of NetSuite Inc. for $9.3 million, but shareholders are still holding out. The database giant had to push back the deal deadline to Nov. 4 this morning after failing to receive the necessary support to go through with the transaction.

NetSuite’s investors have so far only transferred about a quarter of the 20,403,928 shares that Oracle needs, despite the fact it already delayed the acquisition once while it was negotiating with regulators. This resistance first came to light last month when T. Rowe Price Group Inc. filed a complaint arguing that the proposed deal undervalues the software-as-a-service vendor. According to the Wall Street Journal, one of the investment giant’s main arguments is that the buyout price doesn’t account for the value of the “potential synergies” that Oracle could achieve through the purchase.

Such concerns aren’t unheard of when it comes to large technology acquisitions: Activist investor Carl Icahn fought against Dell Inc.’s privatization in 2013 by trying to convince shareholders that they’re selling their stock too cheaply. However, Oracle is in a much more complicated situation because CEO Larry Ellison and his family own about 40 percent of NetSuite’s shares through various entities. T Rowe claims the executive’s financial involvement deterred other companies from making competing bids that could have pushed the acquisition price higher.

To make things even more difficult, the investment giant is the largest institutional investor in NetSuite with a stake of over 15 percent, which gives it significant clout among the other shareholders. Oracle has tried to soften Wall Street’s stance by appointing a committee of independent directors to oversee the deal and excluding the Ellison family from the approval vote, but the acquisition is apparently still proving to be a tough sell. The mixed results of its efforts so far suggest that the next two months will be an uphill battle for the company.

Oracle said that it won’t make any more deal extensions if it fails to secure the necessary shareholder support by November. Such an outcome would not only set back the vendor’s ambitions for the public cloud, where NetSuite has a leadership position in the lucrative midmarket ERP segment, but also open the provider to bids from competitors. As a result, Oracle can be expected to fight tooth and nail for the deal.

Image via Pixabay

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