Glazer Capital Details its Opposition to the Proposed Acquisition of Squarespace by Permira

Core Points - Glazer Capital opposes the proposed acquisition of Squarespace by Permira, arguing that the offered merger consideration of $44.00 per share is inadequate and undervalues the company significantly [1][3][32] - The firm believes that the acquisition process was flawed and self-serving, primarily benefiting controlling shareholders and Permira at the expense of minority shareholders [3][14][32] Valuation Analysis - The merger consideration represents an unaffected premium of approximately 15%, which Glazer Capital claims is materially inadequate when compared to industry standards [2][8] - Key valuation analyses, such as premiums paid analysis and precedent transaction analysis, were omitted from the fairness opinion provided by Centerview Partners, which Glazer Capital argues supports a higher value per share [4][5][12] - Goldman Sachs conducted analyses that suggest a price range of $49.30 to $50.87 per share based on precedent transactions, indicating that the proposed merger consideration is substantially inadequate [6][8][9] Process Concerns - Glazer Capital contends that the acquisition process was designed to favor the interests of the controlling shareholders, particularly CEO Anthony Casalena, and that it lacked transparency and fairness [14][32] - The relationship between Casalena and Permira prior to the acquisition raised concerns about an unfair informational advantage, which may have influenced the bidding process [16][24] - The timing of discussions and the lack of a special committee early in the process are viewed as factors that compromised the integrity of the sale [20][22] Recent Developments - Following the announcement of the acquisition, competitors Wix.com and GoDaddy saw stock price increases of 25% and 20%, respectively, further highlighting the inadequacy of the proposed premium [33] - The sale of Tock LLC for $400 million, which was disclosed only to Permira, raises questions about the valuation and the fairness of the acquisition process [26][31]