...a tentative draft of the deal that called for $11 per share. Oracle resumed its evaluation of Siebel's financials and operations as part of its due diligence.
But by 28 August, Siebel's patience was wearing thin.
"Mr. Siebel and Mr. Phillips discussed the timing and structure of the proposed transaction. Mr. Siebel informed Mr. Phillips that while limited due diligence could continue, Siebel would not engage in further negotiations until Oracle confirmed a deal price and structure, and provided Siebel with a draft definitive agreement reflecting price and structure and a target announcement date," according to the SEC filling.
A week later, Oracle came up with a price, but it wasn't well-received.
"Mr. Phillips informed Mr. Siebel that... Oracle was reducing its proposal to $10.50 per share, to be paid only in cash," the SEC filling shows.
Siebel's executive committee balked at the price and called off merger talks. Siebel's founder, however, extended a compromise.
"On September 9... Mr. Siebel had separate conversations with Larry Ellison... and Mr. Phillips regarding a proposed transaction at $10.75 per share, to be paid in cash or Oracle stock," according to the SEC filing.
Phillips countered with $10.70 a share. Siebel's board of directors wanted to stay at $10.75 a share.
But in a marathon session on Sept. 11, the price gap widened.
"The parties and their advisers engaged in a number of discussions regarding valuation, with Oracle proposing a range of prices over the course of the conversations, as low as $10.35 per share," according to the SEC filling. "Mr Phillips indicated that the price reductions were the product of, among other things, Oracle's continued financial analysis and due diligence investigation."
The last price proposed by Oracle prior to the special meeting of Siebel's board that afternoon was $10.65 per share. Siebel's board, however, authorised proceeding with merger discussions at $10.67 per share.
After Siebel's board meeting adjourned, the parties and their advisers continued to engage in price negotiations, and Phillips proposed a price of $10.66 per share.
Siebel's founder updated the company's directors on the status of negotiations, with Goldman Sachs issuing a written opinion that $10.66 a share was "fair" to Siebel's stockholders.
And in the early-morning of 12 September, Oracle and Siebel signed off on the acquisition — marking yet another megadeal for the database and applications vendor. Oracle expects the deal to close early next year, pending shareholder and regulatory approvals.
Representatives from Oracle and Siebel were not immediately available for comment.
