Carl Icahn, the American billionaire shareholder activist, was last night holding out for a higher rival offer for one of his biggest investments after Oracle swooped with a $6.7 billion cash offer for BEA Systems.

The world’s third-biggest software company made an unsolicited offer to BEA, a computer company in which Mr Icahn is the biggest shareholder with a 13.2 per cent stake.

The board of BEA insisted that Oracle had undervalued the company but that it was in talks with its advisers to consider the approach. Mr Icahn predicted that Hewlett-Packard and IBM would launch counter offers.

Mr Icahn has been trying to force BEA Systems to put itself up for sale for about a month, but the computer group’s board had insisted that the company was not up for auction.

The veteran investor said last month that he planned to meet other shareholders and might nominate his own candidate for the board of BEA.

Yesterday, Oracle issued a statement detailing its proposal to the BEA board, indicating that it was “looking forward to a friendly transaction as soon as possible”.

Oracle’s offer, valuing BEA shares at $17 each, represents a 25 per cent premium to the stock price on Thursday evening, the day before the offer was made public.

While shares in BEA surged well above the offer price on Wall Street yesterday, up 38 per cent to $18.82, industry insiders were sceptical that a rival counter offer would emerge because the Oracle bid was so high.

Oracle wants BEA because of the perception that its own “middleware” business is weak. While Oracle is the world’s biggest database company – storing computer files for large corporations – it has been trying to build a business that offers other services to those corporate clients and compete with Microsoft. Middleware helps to connect computer servers.

Larry Ellison, chief executive of Oracle, will have spent $31 billion in three years on acqusitions if he succeeds in securing BEA. Mr Ellison’s strategy is to acquire companies, the software they own, and clients they serve to fight Microsoft, IBM and SAP.

BEA has suffered a sharp decline in its shares over the past year. The shares were trading at about $16 each only last November.

The BEA board has been trying to sort out an accounting mess connected with its mishandling of stock option grants. As a result, the company has failed to meet regulatory deadlines to file its quarterly and annual financial reports, threatening its listing on Nasdaq. Earlier this week, BEA also said it will take a larger than expected charge when it restates its annual earnings, now forecast to be about $425 million.

In August, the company admitted that quarterly revenues from the sale of software licences had fallen by 9 per cent.

Oracle and IBM failed to return calls.

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