<p>On October 17,2008 a shareholder of Epicor Software Corporation (NASDAQ:EPIC) has filed a lawsuit on behalf of current Epicor Software Corporation (NASDAQ:EPIC) investors in Superior Court of the Stat of California over alleged breaches of fiduciary duty and other violations of state law by the board of directors of Epicor Software Corporation.</p> <p> </p>
<p>According to the lawsuit the plaintiff alleges that the Epicor’s Board of Directors breached their fiduciary duty and violated state law by the board of directors of Epicor Software Corporation over their failure to properly consider and their rejection of an offer from Elliott Associates LP to purchase the Epicor Software Corp. for $9.50 per share. The Epicor Software Corp board breached their fiduciary duties because the offer provides shareholders with a 39% premium to the closing price of Epicor Software Corp. shares on the day prior to Elliott Associates LP’ tender offer. In addition , so the lawsuit, the defendants rather than making a concerted effort to present Epicor stockholders with a full and fair opportunity to maximize their investment in the Epicor shares have refused to negotiate with Elliott Associates and, in fact, have erected a series of tactical corporate mechanisms that will effectively block any unsolicited takeovers.<br /> The shareholder alleges that without engaging in a careful, independent and deliberate consideration of the proposed merger, the board has flatly refused to negotiate with Elliott Associates, or even to examine the strategic alternatives that may be available to the Company to maximize shareholder value.</p>