Dell Inc. (NASDAQ:DELL) has urged shareholders to vote in favor of the company CEO Michael Dell’s $24.4 billion buyout offer at the shareholders’ meeting on July 18. The computer maker’s special committee has dismissed billionaire hedge fund manager Carl Icahn’s offer as inferior. During the “go-shop” period, the world’s third largest computer maker contacted more than 70 potential suitors.
The special committee finally determined that CEO Michael Dell and Silver Lake’s offer of $13.65 per share is the best available alternative, the company said in an SEC filing today. The deal must receive approval from a majority of shareholders, excluding Michael Dell who owns 15.6 percent stake in the company.
Michael Dell and Silver Lake Partners’ plan to take the computer maker private has faced several challenges from investors. Billionaire investor Carl Icahn had come up with an alternative buyout plan that allowed the computer maker to remain a public-listed company. He had also raised a $5 billion loan to back his offer. Icahn is likely to keep urging shareholders to reject Silver Lake’s buyout bid.
Today, a large Dell Inc. investor, Mid-South Iron Workers Pension Fund sued the company over the CEO’s offer, saying that the $13.65 a share offer is underpriced, reported Laurel Brubaker Calkins and Jef Feeley of Bloomberg.
Michael Dell Needs To Win 60% Of Remaining Shareholders
Dell Inc. (NASDAQ:DELL) filed proxy materials and urged shareholders to support the company founder Michael Dell’s offer because it would shift substantial risk to the buyout group. It said in a letter to shareholders today that under Carl Icahn’s proposal, the risk would be borne by shareholders due to leveraged recapitalization.
If you exclude the company founder (because he isn’t allowed to vote), Carl Icahn and Southeastern Asset Management (they oppose Dell’s offer), the company founder must win at least 60 percent of the remaining shareholders to get his buyout offer approved, a University of Michigan business professor Erik Gordon told Bloomberg.
Dell Inc. (NASDAQ:DELL) shares were up 0.98 percent to $13.40 at 3:09 PM EDT.