SoftwareOne abandons sale to Bain Capital as founding shareholders end agreement

In a surprising turn of events, the founding shareholders of SoftwareOne announced the termination of their agreement with U.S. investor Bain Capital for the acquisition of the Swiss IT services company.

Daniel von Stockar, B. Curti Holding AG, and René Gilli, collectively owning 29% of SoftwareOne, had previously attempted to initiate a board overhaul to reignite discussions with Bain regarding the firm’s delisting.

The news comes less than a year after Bain Capital raised its offer to buy Swiss cloud software company SoftwareOne to $3.7 billion. The new offer from Bain amounted to roughly 20 francs per share for the Swiss software management company.

In a joint statement, the trio revealed their decision to dissolve the collaborative group with Bain Capital, citing the irreconcilable differences since the rejection of Bain Capital’s latest bid by SoftwareOne’s current board earlier this year, Reuters reported.

The three founding shareholders “have decided to dissolve the group acting in concert between them and Bain Capital and terminate their underlying agreement,” they said in a statement.

“Since the current Board of Directors of SoftwareOne rejected Bain Capital’s latest offer in January 2024, it has been clear that there is no scope for a going-private transaction under the current circumstances,” the group said in a statement.

Bain Capital opted not to provide any commentary on the matter.

SoftwareOne’s board had previously turned down a non-binding proposal of 18.50 francs per share, translating to approximately 2.9 billion Swiss francs ($3.28 billion) in value last year. Following a thorough review of available avenues, SoftwareOne expressed its intent to remain an independent entity in mid-January.

Despite these developments, the investors reiterated their call for an extraordinary general meeting to effect changes in the company’s board composition, maintaining their belief that SoftwareOne’s potential would be better realized as a privately held enterprise.

With a foundation dating back to 1985, the Sans, Switzerland-Founded headquartered SoftwareOne is a renowned global provider of comprehensive software and cloud technology solutions. The company specializes in assisting companies with the management of software purchases from renowned vendors such as Microsoft, Adobe, and IBM. The company went public on the Swiss exchange in 2019.