PeopleSoft Takes Oracle to Court

Company also amends its own deal to buy software competitor J.D. Edwards.

PeopleSoft Inc. on Monday amended its deal to buy enterprise software confederate J.D. Edwards and Co. This came after PeopleSoft on Friday filed charges against Oracle Corp., announcing that it wants to put an end to Oracles "sham tender offer" that company officials claim is aimed at "destroying PeopleSofts business."

The complaint was filed in Alameda County [Calif.] Superior Court and alleges that Oracles hostile takeover bid, which was launched June 6, represents unfair business practices, trade libel and tortuous interference with PeopleSofts customer relations. The aim of the suit is to secure an injunction barring Oracle from proceeding with its tender offer.

The suit alleges that Oracles true intent in making the tender offer was to "undercut PeopleSofts business operations by disparaging PeopleSofts products, services and future prospects; undermine PeopleSofts viability by creating uncertainty and doubt in the minds of PeopleSofts customers and prospective customers; and interfere with PeopleSofts plan to merge with J.D. Edwards & Co."

"By making an offer with the acknowledged intent of eliminating PeopleSofts business, Oracle seeks to disrupt PeopleSofts efforts to complete new sales, thus effectively damaging PeopleSofts business even if Oracle never buys a single share of PeopleSoft stock," said PeopleSoft President and CEO Craig Conway, in a release.

Conway pledged to forge ahead with the merger with J.D. Edwards. "We intend to compete vigorously in the marketplace, and complete the merger with J.D. Edwards, despite Oracles unlawful efforts to destroy competition," he said in the release.

Oracle spokesman Jim Finn insinuated that the charges are evidence that PeopleSoft is wishy-washy, given that its flip-flopped on the issue of whether it will file charges against Oracle, or Redwood Shores, Calif. "PeopleSoft seems to have revived its on-again, off-again litigation strategy," he said in a statement. "This matter must be decided by PeopleSoft shareholders and not by frivolous litigation. As for PeopleSofts cryptic reference to its secret discussions with J.D. Edwards, any action by the PeopleSoft board to take the vote away from PeopleSoft shareholders and to further entrench themselves would only compound their abuse of fiduciary duty."