Unhappy Lawson shareholders have filed a class-action lawsuit to block the sale of the enterprise resource planning company to Infor.
The suit, filed in the US District Court in Minnesota on Tuesday, claims Lawson and Infor violated US securities and state law by agreeing to sell Lawson "at an unfair price" and via "an unfair process", according to the shareholders.
In March, Infor made a $1.84bn (£1.14bn at the time) unsolicited cash bid for Lawson which equated to $11.25 per share. Following the bid, Lawson's share price rose to more than $12; at the time of writing it stands at $11.18.
The lawsuit said the deal has been designed to benefit the executives of companies involved, including Infor, Lawson and Golden Gate Capital — parent company of Infor — but that it was ultimately "detrimental to plaintiffs and other public stockholders of Lawson".
The filing notes that "activist investor" Carl Icahn bought an 8.5-percent share in the company ahead of the sale on 11 May, 2010 and claims that his involvement in the company drove the board of executives to accept the deal for their own benefit.
"Rather than maximise shareholder value as a stand-alone company, the board is attempting to sell the company now so as to prevent Icahn from potentially using his significant stake in Lawson as a means of attempting to oust management," the filing said.
The plaintiffs are requesting a block is placed on the sale and that the court issues an order to "obtain a transaction which is in the best interests of Lawson's shareholders".