
Compuware, the Detroit-based company, gave a thumbs down to a New York hedge fund's unsolicited bid to buy the company for $11 a share or $2.3 billion, saying the offer "undervalues the company and is not in the best interest of shareholders.".
In announcing its decision on Friday, Bob Paul, Chief Executive Officer, said in a statement posted on the company website:
"We believe that selling the company at $11.00 per share does not take into account our progress returning the business to profitable growth and our future prospects."
The hedge fund, Elliott Management, has been highly critical of Compuware, saying the company has underperformed and has a bloated work force.
In announcing its decision, Compuware talked about its plans for a three-year, $60 million company-wide cost reduction program and a 50-cent per share annual dividend to shareholders.
Details of Compuware's three-year plan were included in the press release:
Launching a 3-year cost reduction plan that will eliminate at least $60 million in G&A and non-core operational expenses from the company, with a minimum of $20 million realized in FY 2014. The company expects that additional opportunities to rationalize and reduce costs and focus its business will be available as it continues to execute the plan.
Executing a spin-off of Covisint to Compuware shareholders following the initial public offering, to fully unlock the value of this business. In December, Compuware submitted a registration statement for Covisint Corporation to the U.S. Securities and Exchange Commission for a possible initial public offering of approximately 20% of its Class A common stock. The company expects that within 12 months of completing the IPO it will be distributing the remaining Covisint shares directly to Compuware shareholders, enabling shareholders to participate fully and directly in Covisint's future and favorable prospects.
Implementing a plan to return capital to shareholders through an annual dividend of $.50 per share, at a yield greater than 4.5% based on Compuware's current stock price, payable quarterly starting next quarter. The dividend is a strong indication of the momentum of the company's strategy, the strength of its balance sheet, and the Board's ongoing commitment to disciplined capital allocation as an important means of delivering value to shareholders.
Compuware Ventures, a division of Compuware, provided funding for Deadline Detroit.