You probably think mutual funds are the least likely activist investors. While that was true in the past, the tides appear to be changing. T. Rowe Price just did something it's only done once before in its 70-year history - filed as an activist investor in order to fight the management buyout of Laureate Education, according to the Wall Street Journal.

T. Rowe Price mutual fund manager, Brian Berghuis, ran the numbers and determined that the private deal valued at $3.8 billion for this operator of universities could be valued about 80% higher. Why did he care? T. Rowe Price mutual funds shareholders could be losing as much as $210 million according the the Journal.

Management buyouts tend to work differently than the more traditional outsider takeovers. Managers want to keep the price as low as possible in these deals, while they look for the highest price possible for an outsider takeover.

Fidelity Investments took a similar stance against a deal for a private-equity buyout of OSI Restaurant Partners earlier this year. OSI manages the Outback Steakhouse chain. Fidelity's stance worked and the offer had to be increased before shareholders would approve it.

It's about time that mutual funds take activist stands to protect their shareholders. Mutual fund assets totaled $11.496 trillion in August, according to the Investment Company Institute. As managers of their investors' money, mutual funds have an obligation to make sure people who hold mutual funds get the best bang for their buck. There's power in numbers and if the mutual fund companies became more active in protecting the rights of their shareholders, both stocks and mutual funds shareholders would benefit.

Lita Epstein is the author of more than 20 books including the "Pocket idiot's Guide to Investing in Mutual Funds."

Laureate Education (NASDAQ:LAUR) is in the process of a $3.1 billion buyout deal with Kohlberg Kravis Roberts, Citigroup Private Equity and SAC Capital Management.

The problem is that shareholders hate the deal. Select Equity is going to vote "no," as will T. Rowe Price Associates. Now, there is another dissenter: BlackRock (NYSE:BLK), according to a story in TheDeal.com (subscription required.)

Basically, shareholders think Laureate still has lots of growth potential (especially in foreign markets) and that the $60.50 buyout offer does not reflect this. Counting up the votes for the three dissenters, it is still below 20%. But if a couple more shareholders join the mutiny, it could mean this deal falls apart.

Although Wall Street is not betting on that. Laureate's current stock price is $58.55. You may also check out Select Equity's analysis on the deal at the SEC website.

Tom Taulli is the author of various books, including The Complete M&A Handbook and the EDGAR-Online Guide to Decoding Financial Statements.

Laureate Education Inc. (NASDAQ:LAUR) is an education company focused on the full-time/working-adult demographic. It operates campus-based and online-based universities offering both undergraduate and degree programs. The company's network includes institutions in Asia, Europe, and the Americas. Due to the company's focus on the international markets, which offer faster growth potential than the domestic market, the company has grown very substantially over the last several years. From 2001 to 2005, Laureate increased sales from $485 million to $875 million, and increased profits to $160 million from from $56 million.

In the end of January, the company announced that an "investor group" would purchase Laureate for $60.50 per share. This group is led by the company's chairman and CEO, Douglas Becker. With the stock trading at $60.30, the opportunity certainly doesn't look tremendous. That is, until you read the recent 13D filings on the stock!

Within the last two weeks, two interesting 13D filings have hit the SEC filing page for Laureate. The first filing was released by Select Equity and the second filing was released by T. Rowe Price. Both of these large holders of Laureate's stock are against the management-led buyout because they believe the $60.50 per share being offered to shareholders isn't adequate.

Back in late January, Laureate Education Inc. (NASDAQ: LAUR) announced it was going private in a $3.8 billion deal. The investors included the typical private equity players, such as Kohlberg Kravis & Roberts, Goldman Sachs Group (NYSE:GS) and Citigroup Inc. (NYSE:C). Although, this time there was a twist in the form of another investor -- hedge fund S.A.C. Capital Management.

Well, not everyone's happy with the deal. In fact, Laureate's third largest outside investor (with a 7.14% stake), Select Equity Group, sent an interesting letter to management.

The letter doesn't hold back. Simply put, it says that the $60.50 buyout offer is "grossly inadequate." What's more, it alleges that the deal was "flawed by clear conflicts of interest." As a result, the fund is not going to support the deal.

The letter does a pretty good job in going through the valuation analysis. Basically, it does look like the buyout group is getting a good deal (but, this is why they are buying the company, right?)

However, it looks like Wall Street thinks the deal will get done at the proposed offer. Currently, the stock is trading at $59.89, up $0.33.

If you want to check out the letter, you can see it at the SEC web site.

Tom Taulli is the author of various books, including the Complete M&A Handbook and the EDGAR-Online Guide to Decoding Financial Statements.