Anthony Aquila, founder and former CEO of Solera Holdings Inc., sued the Vista Equity Partners Management LLC-backed company for allegedly refusing to honor its obligations related to his vested stock options worth more than $100 million.
Aquila also filed a temporary restraining order and a motion for a preliminary injunction to stop Solera from restraining the vested stock options.
Vista Equity led investors who acquired Solera in a go-private deal in September 2015, about 10 years after Aquila founded the company. In the lawsuit filed in the Delaware Court of Chancery, Aquila claims that the private equity firm failed to fulfill its promises to him and Solera and damaged the company's growth and value-creation plans by overleveraging the business.
The founder left Solera in May after his offer to repurchase the company was rejected. Aquila alleges that the private equity firm was "so unhappy" with his decision to step down that it crafted a scheme to willfully breach his stock option agreement and illegally withhold contracted severance payments.
The complaint also alleges that Solera, in order to not perform under Aquila's severance agreement and to deny him his contracted stock options, claimed that he breached his employment agreement under a nonsolicitation of employee clause with his continued employment of a former Solera employee. But Aquila said the employee works for his company, Adventure Motors LLC, which is only designed to "fix up" classic cars, has no employees, customer or profits and is not a competitor to Solera. The employee was also hired with Solera's consent, according to the complaint.
The employment agreement, which came with a separate stock option agreement detailing Aquila's service options to buy large Solera common shares and vested option rights, was signed in March 2016.
Aquila is seeking a court order that would make Solera perform under the separation agreement and restrain the company from improperly repurchasing his vested stock options.
Solera declined to comment on the lawsuit.