The U.S. Department of Justice faces a Monday deadline, in which it either lets the deal progress or makes a second request for information as part of a formal investigation into the proposed buyout. For Oracle, antitrust opposition, as well as PeopleSoft's "poison pill" anti-takeover measures, could be a deal killer.
"The DOJ will have no choice but to issue a second request for information if they feel (a takeover) raises competition issues," said Howard Morse, a former senior official with the Federal Trade Commission's high-tech antitrust division and now a partner with the law firm Drinker Biddle & Reath in Washington, D.C.
If the DOJ issues a second notice for information, Oracle will need to gather up the requested information and respond.
Although Oracle would not face a deadline to submit the information, companies typically give regulators the information within several months, Morse said. But in cases where a hostile bid is involved, companies frequently provide the information within weeks of the DOJ request, he said.
Moving quickly isn't always possible, however. Gary Reback, a prominent Silicon Valley attorney retained by PeopleSoft, said in a recent interview that if a second request takes place, it "is generally fairly voluminous. Weeks, if not months, are not uncommon for a reply."
"If they file a second request that sort of stops everything until they get the documents they're asking for," Reback said.
Antitrust attorneys said it is likely the DOJ will make a second request for information.
"It doesn't take a rocket scientist to figure out that, if the state of Connecticut already filed an antitrust lawsuit, there is a good chance the DOJ will investigate," said one antitrust attorney who asked not to be named.
The state of Connecticut announced its antitrust lawsuit against Oracle on June 18. Other state attorneys general throughout the nation recently held a conference call to discuss whether they will follow Connecticut's lead.
If the DOJ attempts to block Oracle's US$6.2 billion hostile cash bid for PeopleSoft, Oracle could challenge the DOJ's decision in court.
Declan McCullagh contributed to this report.
