A Warrington-headquartered software developer has defended its proposed near £1.1bn takeover by a US private equity firm after one of its shareholders encouraged others to vote against it.
Coast Capital send a letter to Blue Prism's board after the deal with Vista Equity Partners was announced at the end of September.
The company said it would encourage other shareholders to reject Vista’s 1,125p per share offer and added the bid undervalues the listed firm, which makes intelligent robotic process automation software.
When the deal was announced Blue Prism, whose customers include automaker Daimler, eBay and Britain’s NHS, said it plans to recommend shareholders vote in favour of the Vista bid.
In a new statement issued to the London Stock Exchange Blue Prism set out its defence of the proposed deal.
It said: "The board, with the support of its independent advisors, conducted an extensive market check over four months that included outreach to 15 strategic parties and 12 financial sponsors (including Vista and TPG) and initially resulted in the submission of two non-binding proposals from Vista and TPG to acquire the company.
"After discussions and negotiations with both parties, Vista submitted their final proposal which represented a value that was both the highest in the process and superior to the company's standalone alternatives, which the board concluded was worthy of recommendation to Blue Prism shareholders.
"The board's decision to recommend the Vista offer reflects its belief that the Vista offer provides greater value and less risk than Blue Prism's current standalone prospects and potential standalone alternatives.
"While Coast indicates that it has 'communicated the operational improvement plan developed with sector experts and prior management team members over several months', it has not yet provided the company with a detailed plan, including the financing of any such plan, capable of assessment by Blue Prism's board.
"Blue Prism's process was led by an experienced board with the support of highly-qualified, independent advisors.
"In response to the company's shareholders' feedback, the company has undertaken significant refreshment of the board through the addition of three independent, non-executive directors this year, all of whom led the shareholder consultation process described in the 2.7 announcement and were closely involved in both the board's strategic review and the assessment of the Vista offer.
"The Blue Prism board has determined that the acquisition is in the best interests of Blue Prism shareholders, immediately delivering certain value without the execution risks associated with the necessary strategic investments envisaged.
"The board appreciates the constructive feedback it has received from Blue Prism shareholders and looks forward to further engagement with investors in the coming weeks."
