{"id":117770,"date":"2021-07-06T17:54:01","date_gmt":"2021-07-06T17:54:01","guid":{"rendered":"https:\/\/fin2me.com\/?p=117770"},"modified":"2021-07-06T17:54:01","modified_gmt":"2021-07-06T17:54:01","slug":"box-says-starboard-sought-to-get-in-on-kkr-deal-it-criticized","status":"publish","type":"post","link":"https:\/\/fin2me.com\/markets\/box-says-starboard-sought-to-get-in-on-kkr-deal-it-criticized\/","title":{"rendered":"Box says Starboard sought to get in on KKR deal it criticized"},"content":{"rendered":"
(Reuters) – Box Inc said on Tuesday hedge fund Starboard Value LP had asked to invest in the cloud storage vendor alongside private equity firm KKR & Co Inc, despite calling it a bad deal that spurred it to launch a board challenge against the company.<\/p> Starboard has criticized KKR\u2019s $500 million convertible stock investment in Box, which was announced in April, as a \u201ctransparent act of entrenchment\u201d by Box\u2019s board. On Tuesday the activist hedge fund said it had been critical of the KKR deal from the start, calling it unnecessary and \u201cmisguided.\u201d<\/p>\n New York-based Starboard had pushed Box, which has a market value of $4.3 billion, to sell itself, rather than sell only a stake in itself. Box used the money it raised to buy back stock.<\/p>\n Starboard, which owns an 8% stake in Box, has nominated four directors for election to the company\u2019s 10-member board, arguing the company failed to capitalize on the work-from-home trend during the COVID-19 pandemic, falling behind its cloud computing peers.<\/p>\n Starboard is trying to remove Box\u2019s co-founder and chief executive officer, Aaron Levie, from the board. It has a history of pushing for CEOs to be ousted.<\/p>\n Box shareholders will vote to elect board directors later this summer.<\/p>\n Box said on Tuesday that Starboard made an \u201cunsolicited request\u201d to participate in the KKR deal, and offered to drop its board challenge if the company agreed to give Starboard partner Peter Feld a board seat.<\/p>\n Box said it had \u201cexplored many paths to a potential settlement, including appointing one of the independent candidates nominated by Starboard to the board.\u201d Starboard declined the overtures and insisted that Feld should join the board, Box said.<\/p>\n \u201cWe do not agree with Box\u2019s characterization of certain events and discussions,\u201d Starboard said in a statement, adding, \u201cit is clear Box executed a financing to raise capital the Company did not need in order to buy votes and buy friendly board representation ahead of a potential election contest.\u201d<\/p>\n \u201cWe do not believe this financing and related self-tender served any valid business purpose, and common stockholders are now left with significant dilution,\u201d Starboard added.<\/p>\n Box\u2019s stock was down 3.5% at $26.01 on Tuesday afternoon. Its shares had hovered around $17 when Starboard was calling for a sale of Box.<\/p>\n KKR did not immediately respond to requests for comment.<\/p>\n Starboard also challenged Box in 2020, but reached an agreement that led to the addition of three directors to Box\u2019s board, including board chair Bethany Mayer. The company says it made governance improvements since then, including splitting the CEO and chairman roles.<\/p>\n Box said Starboard was largely supportive of Box\u2019s decisions last year and praised management for \u201cworking with (Starboard) and accepting counsel.\u201d But by late 2020, Starboard reversed course and urged the company to sell itself or fire Levie.<\/p>\n Box said in its announcement on Tuesday it is in the strongest financial position since its founding in 2005. Its shares are trading at their highest level since 2018, as it has begun to benefit more from the work-from-home trend.<\/p>\n