Acquisition of BMC Software, Inc. by a Private Investment Group Led by Bain
Capital and Golden Gate Capital Together with GIC Special Investments Pte Ltd
and Insight Venture Partners May Not Be in the Best Interests of BMC
SAN DIEGO and HOUSTON, May 7, 2013
SAN DIEGO and HOUSTON, May 7, 2013 /PRNewswire/ --Shareholder rights
attorneys at Robbins Arroyo LLP are investigating the acquisition of BMC
Software, Inc. (NASDAQ: BMC) by a private investment group. On May 6, 2013,
BMC announced that it had entered into a definitive merger agreement whereby
BMC shareholders will receive $46.25 in cash for each share.
The Board of Directors' Actions May Prevent BMC Shareholders from Receiving
Maximum Value for Their Stock
Robbins Arroyo LLP's investigation focuses on whether the board of directors
at BMC is undertaking a fair process to obtain maximum value and adequately
compensate its shareholders in the merger or whether they are seeking to
The $46.25 merger consideration represents a premium of only 1.83% based on
BMC's closing price on May 3, 2013, the last trading day prior to the merger
announcement. Further, the $46.25 offer price is substantially below the
target price of $50.00 set by an analyst at Susquehanna Financial Group on
January 29, 2013, a target price of $48.00 set by an analyst at Jeffries on
May 10, 2012, and a target price of $47.00 set by an analyst at RBC Capital
Markets on January 29, 2013. Moreover, BMC has traded above the offer price
as recently as April 3, 2013, reaching a high of $46.30.
Is the Acquisition Best for BMC and Its Shareholders?
On January 28, 2013, BMC released its fiscal 2013 third quarter financial
results reflecting record performance for total revenue, maintenance revenue,
and professional services revenue. Specifically, BMC reported third quarter
total revenue of $580.2 million, including maintenance revenue of $288.7
million, and professional services revenue of $59.2 million. Further, BMC
reported that its SaaS business customers and revenue more than doubled over
the previous year, growing to approximately 550 active customers. In
announcing these results, Bob Beauchamp, BMC's Chairman and CEO, stated, "BMC
Software's strategy, our target markets, our position in those markets, and
our product and technology leadership continue to present significant
opportunities for our company and our shareholders."
Given these facts, the firm is examining the board of directors' decision to
sell BMC now rather than allow shareholders to continue to participate in the
company's continued success and future growth prospects.
BMC shareholders have the option to file a class action lawsuit to secure the
best possible price for shareholders and the disclosure of material
information so shareholders can vote on the transaction in an informed manner.
BMC shareholders interested in information about their rights and potential
remedies can contact Darnell R. Donahue at (800) 350-6003,
firstname.lastname@example.org, or via the shareholder information form on the
Robbins Arroyo LLP is a nationally recognized leader in securities litigation
and shareholder rights law. The firm represents individual and institutional
investors in shareholder derivative and securities class action lawsuits, and
has helped its clients realize more than $1 billion of value for themselves
and the companies in which they have invested. For more information, please
go to http://www.robbinsarroyo.com.
Press release link:
Attorney Advertising.Past results do not guarantee a similar outcome.
Darnell R. Donahue
Robbins Arroyo LLP
(619) 525-3990 or Toll Free (800) 350-6003
SOURCE Robbins Arroyo LLP
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