Bob Scott reporting in his weekly Insights column.
Edgewater Technology, which has Oracle and Dynamics AX practices, has retained Signal Hill Capital Group to evaluate a hostile takeover launched by Ameri Holdings. In a prepared statement, Edgewater said this week it is aware of an attempt by stockholder, Lone Star Value Investors, to remove certain company directors. “The Board and Company management value input from all of the Company’s stockholders,” Edgewater said in a prepared statement. Lone Star, led by activist investor Jeff Eberwein, teamed up with Ameri Holdings recently to launch a proxy solicitation. Ameri Holdings, which operates via Ameri100, said it offered $8.50 per share for all the stock in Edgewater to combine via a merger. Ameri Holdings said in the proxy solicitation filed with the SEC that it contacted Edgewater a few months” and when company officials refused a meeting, it sent a formal, written proposal to Edgewater CEO Shirley Singleton and directors which the company unanimously rejected. The proxy was dated October 26. Singleton said in the October 26 third-quarter earnings webcast that “Earlier this week we received a merger offer… “and that the board was evaluating it. It’s safe to term an offer as “hostile” when it seeks to dump the board of directors—which it termed “stale”—alleges management is overpaid for poor performance and describes the company has having an “outdated, structurally-flawed business model,” isn’t it?