Gary Cohen, the former executive chairman and chief executive of iSoft, has begun legal proceedings against investor and iSoft shareholder, Oceania Capital Partners (OCP).
The dispute centres on notifications around OCP’s transfer of part of its 26% share of iSoft.
RJL, an investment vehicle owned by the Cohen family, has warned that unless a disputed transfer notice is provided it will vote against the scheme of arrangement to sell iSoft to CSC.
In an update to the Australian Stock Exchange, OCP states that "while he remained an officer in iSoft", Cohen was involved in 2010 negotiations with CSC "in relation to their interest in potentially making an offer for 100% of iSoft", and claims Cohen “was supportive of those discussions”.
Cohen was the founder of IBA Health, which merged with iSoft in 2007 and subsequently changed its name to iSoft.
He served as the executive chairman and chief executive until August last year. He resigned as an iSoft director in September.
OCP acquired its stake after providing funding for the merger in 2007. Its managing director, Robert Moran, became a non-executive director of the company and then its chairman; although he was replaced as chairman by Bob Ellis in February.
CSC made an offer to purchase iSoft earlier this month, via a court-approved scheme of arrangement. The deal, which is subject shareholder approval, offers $0.17 per share in cash to shareholders.
OCP’s 15 April ASX notice says: “OCP is open to any proposal which it considers to be superior to the CSC proposal and we noted that we remain free to deal with our shares in iSoft.
“OCP has made it clear to Cohen that if he has a genuine proposal that is more favourable than the current proposal by CSC, we would be happy to consider it. We have received no such proposal from Cohen.”