Monday, March 17, 2008
Captaris Inc. (NDAQ: CAPA) shareholders received the best news one can hope for in these markets- an unsolicited buyout bid. The $4.75 per share bid currently on the table was made by Vector Capital and comes at a 36% premium to Friday's close. The software developer announced that it will review the $126 million bid and retained RBC Capital to explore other expressions of interest that it has received as well. So, is this a deal that is worth pursuing or is the company worth more?

"We have received unsolicited inquiries from multiple parties who have expressed an interest in a potential transaction with Captaris," said the company in a statement. "We plan to conduct a fair, orderly and broad-based process. This process will commence immediately and we expect to conclude it as expeditiously as possible. Our Board of Directors is committed to conducting a thorough evaluation of alternatives to enhance value for all Captaris shareholders."

Vector Capital, which already owns 10.2% of Captaris, said it was delighted that the company was seeking ways to enhance shareholder value but concerned it was not committed to completing its review expeditiously. "Hiring another capable investment bank, RBC Capital Markets, to replace Credit Suisse and conduct another strategic review comes across as a delaying tactic," Vector said in a letter to the board of directors.

So, why are so many people interested in Captaris? The stock may be trading with an astronomical multiple in today's terms, but with $1.77 per share in cash, a forward multiple of 38x earnings, a price-to-sales ratio of under one, and a book value of $3.55 per share, many are seeing it as a bargain. The shares are definitely on sale as well, trading down 41% during the last 52-weeks despite today's move towards the upside.

In the end, this is all good news for shareholders who could see higher higher bids emerge for the company. After all, Vector Capital is only a financial buyer, which traditionally offer much less than any strategic buyer. It will be interesting to see what other bidders emerge as the company moves forward with exploring their strategic alternatives. Investors should watch for any Schedule 13D filings by Vector Capital or other announcements made by the company via 8-K filings with the SEC.

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3/17/2008 2:33:51 PM UTC  #    Comments [0]  |  Trackback
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