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LionEye Capital supports Vista Equity's increased offer for SumTotal
By Lisa Kerner
Charlotte, N.C., May 7 - SumTotal Systems, Inc. shareholder LionEye Capital Management LLC said it believes Vista Equity Partners Fund III, LP's $4.50-per-share offer for SumTotal is superior to the current Accel-KKR merger.
As previously reported, Vista, with a 13% stake in SumTotal, increased its offer for the company to $4.50 per share from $3.25.
LionEye, in a Wednesday letter to SumTotal chairman Jack L. Acosta, said, "Vista appears to be willing to allow the currently ongoing 'go-shop' process to run its full course, while allowing the SumTotal board of directors to secure for stockholders the benefits of their higher $4.50 offer as well as eliminating any frictional costs on any future offers."
Stephen V. Raneri, managing member of LionEye, cautioned SumTotal against accepting "any offers from Vista, Accel-KKR or any other bidder which contain breakup fees or any other terms which might impede or obstruct a full and fair 'go-shop' period and deny shareholders maximum value for their investment."
SumTotal agreed to be acquired by affiliates of Accel-KKR for $3.80 cash per share in a transaction valued at approximately $124 million.
In addition to offering to buy SumTotal, Vista previously announced it is nominating Robert F. Smith, John N. Staples III and Charles R. Whitchurch for election to the company's eight-member board of directors on June 12. Vista said it wants to replace SumTotal directors John W. Cone, Donald E. Fowler and Ali R. Kutay.
SumTotal is based in Mountain View, Calif., and provides learning and business performance technologies and services.
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