Light Street Capital Management has come out against Zendesk’s planned sale and proposed an alternative path to keep the software company independent under a refreshed board and new CEO.

Light Street, a top-10 Zendesk shareholder with a 2% stake, said in a letter made public Monday that it intended to vote down the company’s $10.2 billion takeover deal with buyout shops Hellman & Friedman and Permira at the upcoming September 19 special meeting. That arrangement ended a proxy contest for four board seats from activist fund Jana Partners.

Light Street said the $77.50 per share offered by the two private equity firms was a price “derived under manufactured duress” and laid out an alternate proposal to create more value for shareholders.

The investment firm said it was ready to make a $2 billion preferred equity investment in Zendesk and help it raise a $2 billion incremental debt facility. Together with $1 billion of cash from the balance sheet, Zendesk can then conduct a $5 billion tender offer at $82.50 per share, said Light Street.

The plan also entails a top echelon revamp. Light Street said Zendesk’s board should include five new directors, with three of those set to participate in a search for a new CEO to replace Mikkel Svane, who would remain chairman under the proposal. The investor said three sitting Zendesk directors must go.

“With increased focus on driving meaningful operating margin expansion and fresh leadership, we believe that shareholders can realize private equity style returns in the public markets,” wrote Light Street founder Glen Kacher. “There is significant investor demand for Zendesk at current price levels if operating under new management and with improved board oversight,” he added.

In a statement Monday afternoon, the software company noted that Light Street’s recapitalization plan would result in preferred shareholders controlling 66% of its voting power. Zendesk added that the proposal lacks detailed funding information.

In February, Zendesk failed to muster sufficient support for a $4.4 billion acquisition of polling software company Momentive Global amid opposition from activist firm Jana and others. During its struggle to purchase Momentive, Zendesk rejected a $127 to $132 per share takeover approach for “significantly” undervaluing its business.

In its letter, Light Street said it believed Zendesk was willing to sell at any price after a series of “self-inflicted missteps.”

Zendesk shares closed slightly up Monday at $76.60 each.