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Published on 4/6/2009 in the Prospect News Special Situations Daily.

SumTotal shareholder Discovery Group supports sale to Vista

By Lisa Kerner

Charlotte, N.C., April 6 - SumTotal Systems, Inc.'s largest shareholder, Discovery Group I, LLC, urged the company's board of directors to negotiate a sale of the company to Vista Equity Partners Fund III, LP.

The 9.8% shareholder also asked the company to invite "other logical suitors to discuss alternative transactions," the letter said.

Discovery Group made its comments in a Monday letter to SumTotal included in a schedule 13D/A filed with the Securities and Exchange Commission.

Vista announced a proposal to buy SumTotal for $3.25 per share in a transaction that values SumTotal's outstanding equity at approximately $103 million.

SumTotal is based in Mountain View, Calif., and provides learning and business performance technologies and services.


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