PeopleSoft announced the date yesterday, along with its four nominations for expiring seats on the board of directors. These four men will face off against a slate of Oracle-friendly hopefuls in a proxy contest.
The meeting had expected to be scheduled around May, as it was in 2003. It could have been pushed back even later, a spokesperson said. But PeopleSoft evidently wants to put the Oracle issue to bed as soon as possible.
The date was picked, by a unanimous board vote, so that we could put Oracle’s apparent efforts to interfere with our business behind us as soon as possible PeopleSoft CEO Craig Conway said in a statement.
He added that he still expects the $7.3bn dollar offer to be shot down by competition regulators, which are still investigating the deal. Currently, the US Department of Justice is expected to rule in early March, with the European Commission ruling in April.
We are not surprised that PeopleSoft management wants its shareholders to vote on its board slate before they have a chance to see the results of the first quarter, particularly since PeopleSoft just lowered its guidance for the quarter, an Oracle spokesperson said.
On Thursday, PeopleSoft predicted seasonally weak first-quarter earnings per share of $0.17 to $0.18 on revenue between $625m and $635m. The Thomson First Call analysts’ consensus for earnings of $0.18 on revenue of $646m.
All four PeopleSoft nominees currently sit on the board. Conway himself is one of them. The others are Ask Jeeves Inc’s recently departed CEO Skip Battle, former Credit Suisse First Boston CIO Frank Fanzilli Jr, and former Read-Rite Corp chair Cyril Yansouni.
Not up for election is Michael Maples, a former JD Edwards & Co director who was inherited when PeopleSoft acquired that company last year. Oracle had requested that PeopleSoft put Maples to a shareholder vote.
With eight seats on the board, and only four up for grabs, Oracle now has to also win PeopleSoft shareholder approval for a byelaws amendment that would expand the board to nine people, in order that its own slate of five could take the majority.
People who hold PeopleSoft shares as of February 10 will be eligible to vote. Shareholders wanting to propose other matters to be voted on at the meeting must submit a notice to the company by February 13.
This article is based on material originally published by ComputerWire