[jkaplowitz]

Debian is great indeed (I am a a Debian developer myself although rather inactive) - but today’s news isn’t much of a change in whether SUSE is or isn’t on any definition of the dark side.

Why do I say that? Simply, as per the linked announcement itself, this takeover offer is by the current majority shareholder who already owns 79% of the company. They can already win any shareholder vote they want to win. They already control SUSE.

Most of what this will do is two things: one, pay the current minority shareholders of SUSE 67% more than their shares are worth on the open market, and remove the quarterly earnings pressures of the German equivalent of Wall Street from SUSE management, at least unless and until any future IPO or a sale to another public company. Not obvious that this transaction makes anything worse than it already was.

There could be a less obvious difference: SUSE currently has a German corporate structure with very strong worker rights including participating alongside management on the supervisory board. If they get rid of the German entity and keep only a Luxembourg entity, that may no longer apply, though German labour law certainly still would for employers based in Germany. I’m not an expert on any differences between German and Luxembourg worker governance participation rights, and in this paragraph I’m more raising a question than asserting anything.

[est31]

> pay the current minority shareholders of SUSE 67% more than their shares are worth on the open market

For anyone who paid the IPO price of 30 EUR (and it went up to 40 in the months after the IPO), it would mean a realization of their losses. You'd be forced out of your position, down 46% compared to the IPO price. The PE firm probably gave a large chunk to banks at discount prices to facilitate the IPO, but still, this was a really good deal for them.

Even if they won't end up delisting, the jump of the stock price caused by their announcement will have done really good things to their balance sheets, and given that they will pay for the buy-out with a dividend, all it took was to move some money around from daughter company to parent company.

[freetanga]

Their ultimate goal is to sell at a profit. IPO is staggered not to sink prices. But apparently there was not enough appetite for more than 20%. So, so far a failure for the PE.

Usually fund strategy calls for an exit in 5y. If after 5 years they don’t see a good enough return, they need to change strategies. Delisting helps do major surgery in the shadows (labour), and broker a deal that either makes them money or allows them to save face…

My guess is as someone said, reduce costs, implement some income boosting measure, touch up the numbers and sell it privately. Expect a lot of this for half-IPOed PE tech acquisitions made the past 4 years as they realize they will be holding the candle forever, since they bought at peak prices.

[znpy]

> If they get rid of the German entity and keep only a Luxembourg entity, that may no longer apply

If that was the case, I’d bet 10$ that the german government would intervene and block that. Germany is all for free market until its their stuff in sale.

[sofixa]

> If that was the case, I’d bet 10$ that the german government would intervene and block that

Has Germany done something similar before?

> Germany is all for free market until its their stuff in sale.

Isn't everyone?

[Vogtinator]

I'd bet $10.50 that they don't care. Look what happened to Kuka.

[uselpa]

Nah. I live and work in Luxembourg. Workers rights are very similar.