As the investing group wrote in the first paragraph of a letter to the board in February without further introduction:
“The facts could not be more obvious to us: Zendesk, Inc.’s (‘Zendesk’ or the ‘Company’) proposed acquisition of Momentive Global Inc. (‘Momentive’) lacks financial and strategic merit, introduces substantial execution risk and relies on highly questionable synergy and pro forma trading multiple assumptions, all while appearing to be ‘out of left field’ as the result of an impulsive process.”
Zendesk appeared to be working to fend off these attempts, while Jana accused the company of “a reckless disregard for stockholder capital, a seeming readiness to resort to what Glass Lewis called ‘questionable reasoning’ when challenged by stockholders and a ‘ready, fire, aim’ process, as well as a history of refusing to engage with interested strategic and financial buyers for the Company,” the firm wrote in its SEC filing.
If the reports are true that the company is partnering with Qatalyst Partners about a possible sale, it could be that it’s had enough.
Oddly, Jana has a rather small stake in the company — less than 3% — for a firm complaining so loudly about how Zendesk is being run, but it was able to rally the troops to scuttle the Momentive deal when 90% of those voting went against Zendesk’s plan. It could believe that based on those results, it could ride that shareholder hostility to an outright takeover.
For now, neither Zendesk nor Qatalyst has confirmed their relationship, but given what’s been going on with Zendesk, it wouldn’t be shocking if it were true.
Investors certainly seem to like the news, with stock up over 6.5% as we published this story.