Oracle's Agile acquisition given thumbs up

Not So Agile! Larry Ellisons' Oracle has Stolen My Company For A Song - Where Are The Activists When You Need Them??

Dear Analyst(s) for Agile Software; As one of the listed analysts covering Agile, which shareholders such as myself have depended on for timely analysis on the developments at Agile Software (Nasdaq: AGIL), I am writing this open letter to you in hopes that you will be vocal in your opinion of the merits of this takeover of Agile by Oracle for what appears to be an absolutely low ball bid, especially in light of the company's current cash position of $165mm with zero debt. We are not opposing the concept of Agile becoming a part of a larger software company. In fact, this is a position we have been advocating for some time now. We do however vehemently oppose the price Oracle is paying as being so low that one has to wonder if there is a back room agreement involving the executives and directors of Agile such that their interests are no longer aligned with those of the company's current owners, the shareholders. As such, my firm, myself and several other concerned shareholders are expecting to hear your opinion regarding this transaction during the company's scheduled conference call on Wednesday either in defense or in opposition to the transaction. In the meantime, we will be diligently contacting other stakeholders in the company over the next 15 hours in order to gather enough support to show that we object to the present structure of the proposed buyout and are prepared to wage a proxy battle in order to prevent it at the company's annual shareholder meeting on June 20th in San Jose, CA. And unless the directors open up the bidding and invite an open process for competing bids, we will put forth our own slate to replace existing directors. Unfortunately, since nobody knows who I am, I really doubt these shareholders will take my call and truth be told, we don't own enough stock to really rattle the cage, but in California, we never know until we try. The deal, as is currently being presented, screams foul play and we, the shareholders, demand to know if there are executive guarantees being made by Larry Ellisons' team over at Oracle to the incompetent executive management team at Agile, which is led by one of the least capable CEO's of any software company in Silicon Valley. Mr. Jay Fulcher and his crew should be made examples of for having destroyed more shareholder value during their tenure at the company than if we had outsourced leadership of the company to China and India, in which case at least we would have saved the extravagant waste in the form of golden handcuffs, excessive compensation for under performance, and "travel expenses" paid to a company owned by the Chairman of Agile for use of a private jet he owns. Imagine that! Shareholders foot the bill for the man to fly in his own jet! I understand the ownership is "indirect", and the travel was "business related", but in my rational world, where as professional investors we don't eat what we don't kill, a company with the share price (under)performance of Agile over the past 4 years, while their peers have done extremely well, should mandate that all members of the executive team fly coach. Instead, we get cronyism and reciprocating transactions labeled as "arms length", which unfortunately is reminiscent of 1999, except then at least stocks were going up and shareholders were making money and of course they deserved their perks then (at least those that aren't in jail today). At a time when corporate America is supposed to be "enlightened", this is a remnant of the old guard that must not be allowed to get away with such blatant disregard for shareholder interests and inexcusable destruction of shareholder value. As a shareholder of Agile, I truly hope to hear your view of this transaction during the conference call, and we will be contacting various press outlets in hopes of bringing media attention to yet another corporate example of what has been wrong with business in America. But who is going to care about a measly little half billion dollar deal? It's probably not even worth the money Mr. Ellison is putting into his bid for The America's Cup this year in New Zealand. Which is my point. This is a product that has tremendous value to companies such as IBM and SAP. Product Life Cycle Management is a small piece of a huge industry, but it is a crucial and critical piece. SAP has been trying to develop their own product for years, but as you know, they use Agile. I truly can't imagine the so called "activist investors", whom I shall refrain from naming as I'm sure they know who they are and are well aware of the predicament they are in, that have built up a stake in this company in hopes of presenting a new way forward will sit idly by and watch as Mr. Ellison steals this important company without a fight. If they do, perhaps these funds should re-brand themselves as "inactive investors". For it takes a certain amount of moxy to swim with giants such as Carl Icahn and Eddie Lampert. To the two aspiring funds that have branded themselves as shareholder activists and have acquired significant stakes in Agile Software, us mere mortals are counting on you in this fight. It's time to earn your place amongst your peers, or forever hold your peace. Yours Truly, Pejman Hamidi Hamidi Capital Investments Irvine, CA

Posted by: Pejman Hamidi 26 May 2007