8-KMaterial AgreementsOther EventsExhibits & Filings

ORACLE CORP 8-K Report, Material Agreement (Mar 6, 2007)

Filed March 6, 2007For Securities:ORCLORCL-PD

Summary

Oracle Corporation (ORCL) has filed an 8-K report on March 5, 2007, announcing a definitive agreement to acquire Hyperion Solutions Corporation for approximately $3.3 billion, or $52 per share. This strategic move aims to bolster Oracle's performance management software offerings by integrating Hyperion's established solutions into its portfolio. The acquisition will be executed through a tender offer for all outstanding Hyperion shares, followed by a merger. Oracle anticipates commencing the tender offer shortly, with the transaction expected to close in April 2007, subject to customary closing conditions including regulatory approvals. Key Hyperion executives and directors holding a small percentage of shares have agreed to tender them, signaling support for the transaction.

Key Highlights

  • 1Oracle announces definitive agreement to acquire Hyperion Solutions Corporation for approximately $3.3 billion.
  • 2The acquisition price is set at $52 per share of Hyperion common stock.
  • 3The transaction will be structured as a tender offer, followed by a merger, making Hyperion a wholly-owned subsidiary of Oracle.
  • 4The deal is expected to close in April 2007, pending regulatory approvals and other customary closing conditions.
  • 5Hyperion is a recognized leader in performance management software solutions.
  • 6Directors and officers of Hyperion holding a minority interest have agreed to tender their shares.

Frequently Asked Questions

This 8-K filing announces Oracle Corporation's entry into a material definitive agreement to acquire Hyperion Solutions Corporation for approximately $3.3 billion. It provides key details about the transaction, including the price, structure, and expected timeline.

Oracle is acquiring Hyperion Solutions Corporation, a company that provides performance management software solutions. This acquisition is expected to enhance Oracle's existing software portfolio, particularly in the area of business performance management.

The acquisition represents a significant investment of approximately $3.3 billion. While this 8-K filing does not provide detailed financial projections, the strategic intent is to expand Oracle's market share and product capabilities in performance management, which is expected to drive future revenue growth.

The completion of the acquisition is subject to customary closing conditions. These include the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act, receipt of other antitrust or merger control approvals, and Oracle acquiring at least a majority of Hyperion's outstanding shares through the tender offer.