Savvy money managers are betting millions on the outcome of Oracle's (NASDAQ:ORCL) $7.3 billion hostile bid for PeopleSoft (NASDAQ:PSFT). And that, of course, means rumors -- lots of rumors. But one in particular appears to have a hint of "officialness."
Last week, a USAToday.com story indicated that the Justice Department is soliciting statements from customers of Oracle and PeopleSoft. The implication, obviously, is that the department might attempt to block the deal.
Before jumping into the fray yourself, keep in mind that antitrust confounds even highly paid, ridiculously specialized experts. It doesn't help that there's little new to go on. Mergers & Acquisitions (M&A) activity has been almost non-existent in recent years, and regulators simply haven't had the opportunity to indicate their views on antitrust.
This will change, and the Oracle case is likely to have considerable impact -- especially as relates to the technology sector.
Ultimately, this particular case comes down to defining the relevant market. PeopleSoft will argue that the combination leaves only two main companies for ERP (enterprise resource planning) software. If there is any unanimity in antitrust, it is that three-to-two mergers almost always get blocked.
Oracle, on the other hand, claims that ERP is a fiction. Instead, the company believes that there are many submarkets within the enterprise software market and companies have many applications to choose from.
But expect regulators to pull a surprise and consider novel theories, such as incumbency. ERP installations are expensive and time-consuming, and switching providers is a headache. It will be temping for dominant companies to exert power over customers (if past behavior is any predictor, Larry Ellison might give in to this temptation).
Bottom line, this deal is extremely complex (it gets even worse if you look at state antitrust actions, as well as those from the European Union). But whatever the courts decide, it will have a significant impact on future M&A in big tech. That's the real story here.
If Oracle gets a free ride, expect more combinations across the board. If not, the outcome could throw cold water on deal activity for years to come.
Tom Taulli is the author of six books on investing, such as the StreetSmart Guide to Short Selling (McGraw-Hill), as well as a professor of finance at the USC School of Business (don't worry, he does come out of his ivory tower). You can reach him at[email protected].
