Coupa Software Incorporated

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Ademi LLP is investigating Coupa (NASDAQ: COUP) for possible breaches of fiduciary duty and other violations of law in its transaction with Thoma Bravo.

Ademi LLP alleges Coupa’s financial outlook and prospects are excellent and yet Coupa shareholders are expected to receive only $81.00 per share, which implies a total enterprise value of $8 billion for Coupa. The transaction agreement unreasonably limits competing bids for Coupa by imposing a significant penalty if Coupa accepts a superior bid. Coupa insiders will receive substantial benefits as part of change of control arrangements.

We are investigating the conduct of Coupa’s board of directors, and whether they are (i) fulfilling their fiduciary duties to all shareholders, and (ii) obtaining a fair and reasonable price for Coupa.