Dell buyout likely after board agrees deal
Compromise deal adds less than 2% to the purchase price
Prospects for Michael Dell’s controversial buyout of the PC company rose dramatically yesterday. Photograph: Robert Galbraith/Reuters
The prospects for Michael Dell’s controversial buyout of the PC company he founded rose dramatically yesterday as a special committee of Dell’s board agreed to a compromise deal that adds less than 2 per cent to the purchase price.
The breakthrough looked set to remove the biggest roadblock to Mr Dell’s ambitions, but drew angry responses from dissident investors.
Details of the new compromise came less than 30 minutes before a shareholder meeting that was expected to have seen shareholders reject the buyout, ending Mr Dell’s hopes of regaining majority control of the company that he first took public 25 years ago.
Under the new terms, the offer price has been sweetened by 10 cents to $13.75 per share and the deal also now includes a special dividend of 13 cents. In exchange, Dell has agreed to a change in its shareholder voting rules requested last week by Mr Dell and partner Silver Lake, swinging the likely outcome heavily in their favour.
Mr Dell will personally pay the dividend, adding $230 million to his costs for the deal, according to a person familiar with the terms. The concession marks the second time he has agreed to pay more without a similar raise from Silver Lake.
In a sign that the concession to Mr Dell was likely to be challenged in court, Carl Icahn, the activist investor who has opposed the buyout, immediately tweeted that “the war is far from over.” He launched a legal action earlier this week to prevent the company changing the deal process in a way that would help to Mr Dell.
The increase in the offer amounted to “paying shareholders with their own money”, since the extra cash was roughly equal to the earnings Dell would make in the two months that the deal has now been delayed, said one shareholder opponent. – (Copyright The Financial Times Limited 2013)