The dispute continues between Monster Worldwide Inc. (NYSE: MWW) and MediaNews Group Inc., its largest shareholder, regarding the sale of Monster to Randstad Holding nv for an enterprise value of approximately $429 million. Monster on Aug. 9 entered into a definitive agreement with Randstad under which Randstad would acquire Monster for $3.40 per share in cash.

MediaNews, a newspaper company with more than $1 billion in revenue, has an 11.6% ownership stake in Monster and says it is the largest shareholder based on publicly available information. The company first announced its opposition to the sale in August, and reiterated its position in a letter to Monster shareholders dated Sept. 12.

“The filings and shareholders’ sentiment make one thing abundantly clear: the proposed sale to Randstad at a fire sale price resulted from a rushed and flawed process and it significantly undervalues the company,” the letter stated. “We continue to strongly believe that a more robust auction process and an evaluation of strategic and operational changes to the business would yield a much better result than the $3.40 price being offered by Randstad.”

MediaNews said it is also moving forward with the process to solicit consent to replace Monster's board of directors with a new slate of directors.

Monster on Monday replied with a statement of its own, claiming MediaNews Group’s letter is based on flawed and uninformed assumptions, and “continues misguided efforts to put Randstad’s all-cash offer at risk without offering superior proposal,” Monster’s letter states:

• “MNG is not offering Monster stockholders anything for their shares. Instead, MNG, whose ownership in Monster was only established in July and early August of 2016, is asking stockholders to reject an all-cash, premium offer in exchange for the hope that an undisclosed strategy led by their yet-to-be-selected director candidates will deliver significantly greater value sometime in the future.
• “Monster’s board of directors and management team are committed to maximizing stockholder value. Monster's transaction with Randstad provides stockholders with immediate and certain cash value of $3.40 per share, representing a 22.7% premium to Monster's closing stock price on August 8, 2016, the last trading day prior to the announcement, and a 29.4% premium over the 90-day average stock price. Our board unanimously recommends that Monster stockholders accept Randstad's all-cash premium offer, as we believe it maximizes value for Monster stockholders.”

Monster filed a Schedule 14D-9 with the US Securities and Exchange Commission on Sept. 6, and the transaction is expected to be completed in the fourth quarter of 2016, subject to regulatory approvals.