SoftwareOne Rejects $3.2B Bain Capital Offer As Too Low

‘The board is confident in the progress made to date and is convinced this further underpins the Board’s view that the offer significantly undervalues the current and future valuation of the company,’ SoftwareOne’s board of directors said in a statement.

SoftwareOne co-founder Daniel von Stockar

SoftwareOne, a major global provider of solutions and services aimed at customers’ cloud strategies, said Thursday that it has rejected a $3.2 billion offer to acquire the Switzerland-based company as not reflecting the company’s actual value.

The proposed deal, described by SoftwareOne as an “indicative, unsolicited and non-binding offer,” was made by Bain Capital to acquire 100 percent of the company at 18.50 CHF (Swiss francs) per share. At Thursday’s exchange rate, that is about $20.51 per share.

Supporting Bain Capital on the offer are three investors in SoftwareOne who collectively hold about 29 percent of the company’s share capital, including Daniel von Stockar, B. Curti Holding AG, and René Gilli, SoftwareOne said.

[Related: SoftwareONE Goes Multi-cloud With Strategic AWS Relationship ]

von Stockar is the co-founder of SoftwareOne and currently sits on the company’s board of directors. He served as chairman of the board until April. Gilli served on the company’s board of directors until spring of 2022.

When the news broke after 8 p.m. EST on Wednesday, SoftwareOne’s share price immediately jumped from about 15.00 CHF, or $16.63, to 18.23 CHF, and is currently hovering around 18.00 CHF, or $19.96.

However, the SoftwareOne board of directors, in a statement on the company’s investor website, said the company under its new CEO and chairman, both of whom took their roles earlier this year, has transitioned to a new phase of growth with the ability to drive future value creation.

Therefore, the board said it has rejected the offer as not in the best interest of the company.

“The board is confident in the progress made to date and is convinced this further underpins the Board’s view that the offer significantly undervalues the current and future valuation of the company. SoftwareOne remains fully focused on delivering its strategy and the successful execution of its operational excellence program to drive growth and efficiencies across the organization and enable re-investment into strategic growth areas, with the aim of delivering profitable growth and long-term value for all shareholders,” the company said in the statement.

SoftwareOne, ranked no. 43 on the CRN 2023 Solution Provider 500, did not respond to a CRN request for further information by press time.

The first half of calendar 2023 has been a busy time for SoftwareOne, which in May reported that its first fiscal quarter 2023 saw revenue increase year-over-year by 8.7 percent.

The company in May got a new CEO, Brian Duffy, who previously served as president of cloud for SAP. Also in May, von Stockar retired as chairman, and was replaced by Adam Warby.

May also saw SoftwareOne acquired Beniva Consulting, an elite ServiceNow partner serving the North American market.