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Stock Market & Financial Investment News

News Breaks
December 17, 2012
10:20 EDTCPWRElliott says Compuware has quality assets, says stock has underperformed
In its letter to Compuware's board of directors, Elliott Management, a holder of 8.0% of the company's common stock, wrote: "Based on our detailed review of the Company's publicly available information and our substantial knowledge of the software industry, we are pleased to submit this proposal to acquire all of the shares of common stock of Compuware for a price of $11.00 per share. Our offer represents a premium of 25% over the Company's unaffected market value as of the date Elliott filed its Schedule 13D last month [and] a premium of 15% over the Company's current market value which we believe is substantially inflated as a result of Elliott's 13D, a filing to which the Company has repeatedly drawn attention in public and private settings...We believe in the quality of Compuware's assets – however, its execution, profitability and growth have meaningfully underperformed. Prior to the filing of our 13D, Compuware's stock has underperformed the Nasdaq and S&P 500 by an average of 6 and 34 percentage points over the last one and two years, respectively...We are prepared to meet immediately with you and your advisors in order to answer any questions about our proposal and to work out the details for moving toward a definitive transaction agreement. Of course, nothing in this letter is intended to create a legally binding obligation and no such obligation will exist unless and until a definitive transaction agreement is executed. As a result of our substantial share ownership in Compuware, SEC rules oblige us to make the existence and contents of this letter public."
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December 8, 2014
16:18 EDTCPWRCompuware shareholders approve acquisition by Thoma Bravo
Compuware announced that at the special meeting of Compuware shareholders held earlier, shareholders voted to approve the proposed definitive merger agreement with Thoma Bravo. The transaction follows a thorough review by the Compuware Board of Directors of strategic options for Compuware. More than 99% of the shares voting at the special meeting voted in favor of the adoption of the merger agreement. The CEO of Compuware, Bob Paul, stated, “The acquisition by Thoma Bravo provides a great value proposition for Compuware’s shareholders and we are very pleased with the level of support this transaction has received from our shareholders.” Upon completion of the merger, valued at approximately $2.4B, Compuware shareholders will have received an aggregate value of $10.75 per share for each share of Compuware common stock they own as of the effective time of the merger, which includes a net cash payment of $10.389188 per share of common stock as well as the per-share value of the Covisint shares distributed to holders of Compuware equity as of October 20, the record date for the Covisint spin-off. The companies currently expect the merger to be completed later this month, following the satisfaction or waiver of all conditions to the merger.

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