Elliott Management is offering to buy Compuware for about $2.35 billion.
The New York-based investment firm wants to acquire the software developer for $11 per share. The offer represents a 15 percent premium over Compuware's Friday closing stock price. Compuware shares jumped 14 percent in morning trading.
Elliott currently holds an 8 percent stake in Compuware. It says that while the Detroit-based company has strong assets, its profitability and growth have significantly lagged in recent years.
Elliott says it's confident that it can find financing for such a deal and wants to meet with the company's board as soon as possible.
Statement from Compuware
"Compuware Corporation (Nasdaq:CPWR) confirmed today that its Board of Directors has received an unsolicited, conditional, [non-binding] proposal from Elliott Management Corporation to acquire all of the outstanding shares of Compuware for $11.00 per share. The Board said it will review all aspects of the proposal in consultation with its financial and legal advisors in due course. The Board emphasized that shareholders need not take any action at this time."
Karmanos stepping down but staying involved
The offer comes about a month after Compuware founder Peter Karmanos Jr. announced plans to step down as executive chairman next year. He stepped down as CEO in 2011.
The 69-year-old is expected to become a consultant for Compuware, earning $600,000 a year. The move to leave the company's board is effective March. 31. Karmanos in 2011 stepped down as Compuware's chief executive.
Karmanos will be succeeded as nonexecutive chairman by Gurminder Bedi, the company's lead independent director.
Karmanos moved Compuware's headquarters in 2002 from suburban Farmington Hills to a new building in downtown Detroit. He had said earlier that he was aiming to retire by 2013, when he turns 70 and the company turns 40.