SoftwareOne’s founding shareholders are pushing to replace the majority of its board of directors as they seek to reignite a go-private sale.
The 9,250-employee, Switzerland-based software and cloud solutions provider last month concluded a six-month strategic review after snubbing a final $3.5bn offer from private equity house Bain Capital.
But founding shareholders Daniel von Stockar, B. Curti Holding AG and René Gilli this morning said they “fundamentally disagree” with the strategy, arguing the offer should have been put to shareholders.
The group, who together own 29% of SoftwareOne, have called for an Extraordinary General Assembly to remove the current board (with the exception of Stockar himself).
“The founding shareholders believe that the right conditions for SoftwareOne’s next phase of growth are best provided in a private context, and that a going-private transaction with the right partner is in the best interest of SoftwareOne and all stakeholders,” they stated.
The 18.80 CHF per share offer Bain made on 15 January 2024 would likely be supported by other major investors, they added.
“The founding shareholders now feel they need to take action out of responsibility for the business, shareholders, employees and other stakeholders,” they added.
“We will consider the proposal”
SoftwareOne’s board beg to differ, arguing last month that it “has the right leadership team and strategy in place to achieve its ambitions”.
In a statement issued this morning, SoftwareOne confirmed it had received a formal proposal for an EGA.
“The Board of Directors will consider the proposal and provide a response and inform in due course,” it said.
Canalys analyst Sheena Wee recently held up SoftwareOne’s repeated rejection of Bain as a prime example of the mismatch between buyer and seller expectations that currently exists, characterising it as a “disjointed valuation market”.
