Proposed Buyout Undervalues Smartsheet; Alamar Capital Urges Vote Against Merger

Alamar Capital is a long-term shareholder of Smartsheet (SMAR). We are experienced investors in software companies and have a history of our investments being acquired by private equity firms at large premiums. After careful and extensive analysis, we urge fellow Smartsheet Inc. stockholders to vote against the recently proposed $8.4 billion acquisition by private equity firms, Vista Equity Partners and Blackstone, due to an undervalued offer that fails to reflect the company's true potential.

The proposed deal, announced on September 24, 2024, offers $56.50 per share in cash for Smartsheet, a leading software maker based in Bellevue, Washington. However, in our analysis, this price significantly undervalues Smartsheet's innovative technology, market position, and future growth prospects. The price does not adequately compensate shareholders for Smartsheet's strong market position and growth potential in the collaborative work management space. Unless the buyers substantially raise the acquisition price, we believe the company should continue to trade publicly so that shareholders can participate in the company's future growth and success.

We strongly urge all Smartsheet shareholders to carefully consider the long-term implications of this acquisition and vote against the proposed merger at the upcoming shareholder meeting. Rejecting this undervalued offer will allow Smartsheet to continue as an independent entity and potentially attract more competitive bids that truly reflect the company's worth.

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