Elliott steps up battle with BMC

Thu May 31, 2012 10:31am EDT

* Elliott wants new board directors with eye toward sale

* Elliott owns 6.5 pct stake in software company

* BMC resisting Elliott's proposals

By Katya Wachtel

NEW YORK, May 31 (Reuters) - Elliott Management, a $20 billion activist hedge fund run by Paul Singer, has stepped up its assault on BMC Software Inc, repeating calls for the company to sell itself and appoint new directors.

In a 36-page presentation filed with the Securities and Exchange Commission on Thursday, Elliott said the software company's "execution over the past several years has been poor on numerous fronts, and its growth has been non-existent."

It said BMC faces increasing competition from a host of other industry players.

BMC shares closed down almost 2 percent on Wednesday and fell another 2 percent in Thursday morning trading, to $42.07. The shares are up about 30 percent so far this year.

"BMC's board would be well served to include more directors with technology backgrounds, especially in today's rapidly changing marketplace," Elliott said in the presentation, naming former executives at Hewlett-Packard among its slate of four nominees to the BMC board.

Elliott presented a list of potential buyers of BMC, including technology giants such as International Business Machines Corp, Oracle and Dell, and private equity firms including KKR, Blackstone Group and Bain Capital.

The hedge fund firm, founded by the billionaire Singer in 1977, also heaped criticism on BMC's "ineffective" merger and acquisition strategy, saying the company takes too long to make acquisitions and pays too much.

Elliott owns 6.5 percent of the common stock of BMC, which makes software for storage management, database performance and data recovery.

Elliott has taken similar stakes in other technology companies, including Novell Inc and Blue Coat Systems Inc, which resulted in the sale of those companies.

In a letter to BMC's board of directors, also filed with regulators on Thursday, Elliott portfolio manager Jesse Cohn said the hedge fund and other shareholders "remain frustrated by the board's intransigence."

BMC has so far resisted Elliott's proposals for the Houston-based company to sell itself, and in May it moved to prevent a hostile takeover by adopting a "poison pill" shareholder-rights plan.

Another activist hedge fund run by a former portfolio manager for the industry's original corporate raider, Carl Icahn, recently took a 1 percent stake in BMC. Corvex Management LP bought 1,541,993 shares of BMC, according to a regulatory filing in May.

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