An investor in Double-Take Software, Inc filed a lawsuit in Massachusetts Court on behalf of current investors in Double-Take Software, Inc. (NASDAQ:DBTK) alleging breaches of fiduciary duty by the Double-Take Software board of directors for selling the company too cheaply to Thoma Bravo, LLC.
Double-Take Software, located in Southborough, MA, develops, sells and supports software that allows information technology (IT) organizations of all sizes to move, manage, protect and recover workloads across any distance and any combination of physical and virtual server environments. Double-Take Software, Inc. reported in 2007 Total Revenue of $82.77million, in 2008 $96.30million, and in 2009 $83.24million.

On Monday, May 17, 2010, Double-Take Software, Inc. (DBTK) announced that it entered into a merger agreement to be acquired by Vision Solutions, Inc., a portfolio company of Thoma Bravo, LLC, in a transaction with a net offer value of approximately $242 million. Under the terms of the agreement, Double-Take stockholders (DBTK) will receive $10.55 in cash for each share of Double-Take common stock they hold. According to Double-Take Software, Inc its Board of Directors unanimously approved the agreement and the offer represents a premium of approximately 39% and 21% to Double-Take's enterprise value and closing share price of $8.71, respectively, on April 9, 2010, the last business day prior to Double-Take's announcement that its Board of Directors was considering indications of interest to acquire the Company.

According to the complaint the plaintiff alleges breaches of fiduciary duty by the Board of Directors of Double-Take Software, Inc. arising out of their attempt to sell Double-Take Software, Inc. (DBTK) to Vision Solutions, Inc., a portfolio company of Thoma Bravo, LLC. The plaintiff alleges that the “Thoma Bravo’s $10.55 per share offer substantially undervalues Double-Take”, which demonstrates that certain “defendants did not conduct a thorough and adequate sales process designed to maximize shareholder value”.

Shares of Double-Take Software, Inc. (DBTK) traded after the announcement at $10.38 per share, and at $9.87 per share just days before the announcement. But DBTK shares traded at $10.98 per share as recent as April 15, 2010, and at $10.60 per share in January 2010. DBTK reached in 2008 over $20 per share and in 2007 almost $25 per share. At least one analyst set a price target for Double-Take Software stock at $12.00 per share and the median target set by analysts is $11.00 per share.