(Bloomberg) -- Bain Capital is interested in making another attempt to buy SoftwareOne Holding AG if the Swiss company’s founding shareholders succeed next month in ousting the board of directors, according to people familiar with the matter.

A deal could be back on the table after the SoftwareOne shareholder meeting April 18, said the people, declining to be identified because the information is private. The founders — Daniel von Stockar, Beat Curti and René Gilli, who were working with Bain Capital on the bid — are seeking at that meeting to replace the board with their own candidates. 

SoftwareOne in January rejected Bain Capital’s 2.98 billion-Swiss-francs ($3.5 billion) takeover offer, ending months of negotiations and sending the stock down. The founding group, whose 29% stake makes it the largest investor in the company, said the proposal at 18.80 francs a share should have been presented to shareholders. 

Shares in the software firm fell 1.8% to 16.28 francs at 5:19 p.m. Monday in Zurich after the founders ended their legal agreement with Bain Capital to work together on a deal. 

While the news appeared to suggest an offer from Bain was off the table, the shareholders said they dissolved the pact because SoftwareOne had begun citing “flimsy, unfounded legal arguments” to question whether the pact with the private equity firm was valid, they said in a statement. That raised the risk the board would seek to strip the founders of their voting rights for the meeting, they said.

“Throughout the lengthy strategic review process in 2023, the current board has stalled and impeded progress whilst the business has deteriorated, and shareholder value has been destroyed,” the men said. “The founding shareholders continue to be convinced that the right conditions for SoftwareOne’s next phase of growth are best provided in a private context.”

Representatives for Bain and SoftwareOne declined to comment. The three founding shareholders are still confident that they have enough shareholder votes behind them at the meeting, a spokesperson said. 

Based in Stans, Switzerland, SoftwareOne advises companies on software purchases and partners with providers such as Amazon Web Services, Adobe Inc. and International Business Machines Corp. It’s also among the largest resellers of Microsoft Corp. software licenses.

 

(Updates to add SoftwareOne declining to comment in seventh paragraph.)

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