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Oracle may be readying new PeopleSoft bid

Oracle extends a $21-per-share offer while one of its directors hints that the company might up its ante.

Oracle director Joseph Grundfest acknowledged during courtroom testimony Thursday that the company's $21-a-share offer for PeopleSoft may not be its last.

Grundfest, who testified during the fourth day of the Delaware Chancery Court case, in which Oracle is seeking to remove PeopleSoft's anti-takeover measures, said investors should not assume Oracle's current offer is the last one.

But Oracle appears content with its $7.7 billion offer for now. The company has extended the bid, which was set to expire on Friday, through October 22.

In response to Grundfest's comments, PeopleSoft spokesman Steve Swasey said: "Our board will always do what is in the best interest of shareholders. Whatever Oracle does, our board will do whatever is best for shareholders."

Oracle declined to elaborate on Grundfest's testimony.

That statement, however, should come as no surprise, given that PeopleSoft's shares have been trading above Oracle's offer price since Oct. 1. That's the day PeopleSoft announced it had fired its chief executive and the U.S. Justice Department announced it would not appeal a lower court's ruling that allows the deal to move forward.

The rise in PeopleSoft's shares may have caused shareholders to withdraw agreements to sell their stock to Oracle at the current offer price. PeopleSoft shareholders have tendered about 11.7 million shares to Oracle, down from 23.8 million a couple of weeks ago, Oracle said.

Grundfest, however, declined to comment on whether a new PeopleSoft offer would represent an increase or a decrease in price. The company has said in the past that PeopleSoft's customer assurance program carries a potential $2 billion liability to Oracle's offer and affects the value of the smaller company.

The anti-takeover measure would make a hostile takeover bid more expensive because it would flood the market with additional shares. That action would make it hard for Oracle, or any acquirer, to buy all the shares needed to obtain a controlling stake in the company. This strategy is one of the few remaining obstacles in Oracle's path.

Shares of PeopleSoft were trading at $22.53 at close of regular trading, down slightly from a close Wednesday of $22.66.

Over the course of the past 16 months, Oracle has changed its offer price several times. The initial bid in June of last year was $16 a share, and that was raised a couple of weeks later to $19.50 a share. In February, Oracle again raised its offer, to $26 a share, stating that that was its "final offer."

But as the markets fell, Oracle lowered its offer to $21 a share in May, a month before its trial against the Justice Department was set to begin.

Larry Ellison, Oracle's chief executive, is expected to take the stand on Friday.

In previous testimony, a PeopleSoft director revealed that former chief executive Craig Conway was fired in large part for exaggerating to Wall Street analysts when informing them last year that Oracle's acquisition was not a disruptive influence. Later in the week, Conway admitted to trying to vilify Oracle and its takeover bid.

Also this week, a confidential court document reviewed by CNET revealed that Oracle viewed its takeover bid as a way to sow doubt about the smaller company among its customers.