Silver Lake Likely to Drop Software AG Acceptance Threshold

Silver Lake Management is likely to abandon the acceptance threshold for its contentious €2.4 billion ($2.6 billion) takeover bid for Germany’s Software AG, people with knowledge of the matter said.

(Bloomberg) — Silver Lake Management is likely to abandon the acceptance threshold for its contentious €2.4 billion ($2.6 billion) takeover bid for Germany’s Software AG, people with knowledge of the matter said. 

The buyout firm is leaning towards dropping a condition that its bid win support from investors owning just over 50% of the company, the people said, asking not to be identified because the information is private. That would provide certainty that Silver Lake will close the deal regardless of how many shares it obtains. 

Silver Lake’s offer of €32 per share has currently secured acceptances from investors holding 30.3%, according to a regulatory filing Monday. Most of that comes from a 25% stake it’s been promised by the firm’s largest shareholder and another 5% it purchased in April, indicating the proposal has so far garnered little support from other investors beyond that. 

Shareholders have until late Wednesday to accept the offer, and any tweaks to the conditions of the deal must be made the day before at the latest. Software AG shares were up 0.6% at 10:47 a.m. in Frankfurt on Tuesday, giving the company a market value of about €2.4 billion. 

Deliberations are ongoing, and Silver Lake hasn’t made a final decision on any changes, the people said. Representatives for Silver Lake and Software AG declined to comment. 

(Updates shares in fourth paragraph.)

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