Michael Dell plans to take him to the creation of one of the biggest critics of the private companies, valued at $ 2.44 billion bid has launched a new challenge, and said that the decline in the PC manufacturers need new leadership.
Billionaire investor Carl Icahn (Carl Icahn) has with Dell's largest independent shareholder, Southeastern Asset Management, voted an agreement that will allow Dell to maintain its stake in the company to shareholders, and give them every shares of $ 12 in cash or additional shares.
Icahn and southeast of this alternative, which will remain publicly traded company shares to shareholders in the future corporate earnings, according to the May 9 letter sent to the board of directors of Dell.
Earlier this year, an investment group led by Michael Dell provides an agreement will be taken to Round Rock, Texas, a private company will pay 13.65 yuan per share. But Icahn said in an interview with CNBC on Friday, the price of gifts.
"It was a great irony," he said. "It's almost like a Saturday night scene out of something."
Icahn and southeast accumulate in the letter to criticize Dell's offer. They insult shareholders intelligence accused Dell board, claiming to want to focus on the best interests of the shareholders to accept Dell's offer to buy the company's "far less than we think its value."
"You're not only accepted the offer of Michael Dell, surprisingly allowed him to buy the company's shareholders with their own money, However, injured insult, you have agreed to a break-up fee of up to $ 450 million to Mr. Dale," the letter states .
Dell's Special Committee of the Board of Directors, said in a separate statement it carefully review the recommendations "Icahn and southeast, assess the potential risks and rewards of the public shareholders."
Icahn and southeast, they offer from the company's existing cash payment of approximately $ 520 million of debt, which would be less than Michael Dell's plan calls for.
Company paper provides an overview of the status of the Dell Offer it comes to $ 2 billion in loans, Microsoft and other debt of $ 13.75 billion in loans.
Southeast and Icahn said that they have about 13% of the Company's issued shares. They want to former shareholders of the Dell board, rather than to their recommendations, continue to work with the Dell offer. If the Board refuses, they hope that Michael Dell's acquisition, coupled with the company's annual meeting to elect new directors to vote. They will then own director nominees to challenge Dell Board of Directors of the Company.
Dell Michael Dell Offer shareholder vote, Icahn and southeast commitment to work hard to convince other shareholders to reject the bid, which is his investment company Silver Lake.
"The company has suffered long enough time is very stubborn decisions made by the board of directors, management," the letter states. "Do not make another company through debilitating proxy fight unnecessary."
"To allow shareholders to decide they choose to provide for themselves," wrote Icahn and southeast.
Dell plans to hold a special meeting at the end of the current quarter on August 2, Michael Dell's acquisition of vote on the proposal. Then, it is expected to deal in the next quarter. The company usually held the annual meeting of shareholders to vote for directors in other projects in the summer.
Icahn In an interview with CNBC, he is confident that they can convince shareholders to vote against the recommendation of Michael Dell (Michael Dell). He pointed out that they already have their 13% as a "no" vote, Dell can not vote for him in the company of 16% equity.
Icahn said his board candidates, if elected, he can ensure that Michael Dell will no longer run the company.
"This is amazing," he said what you can do once you change leadership.
PC sales have been in decline, because people delay the replacement of desktop and notebook computers, smart phones and tablet PCs, rather than spend money. Michael Dell believes that he can reverse the company to diversify into more profitable business software, data storage and consulting niche. The company's founder To do this, do not worry about short-term performance of Wall Street fixed.
Southeast and Icahn said in the letter, all shareholders of the company should benefit from the turnaround, not just Michael Dell. They said that the company can control costs, but also can expand beyond its core business. They also noted that the company has growth potential in emerging markets such as China, India and Brazil.
"We truly believe that Dell's best days are yet to come, the company has a tremendous opportunity to build on its strong platform," the letter states.
Icahn In an interview with CNBC, the personal computer business is falling "Dell is not just a PC company."
Substantial shareholders began to express their dissatisfaction Michael Dell (Michael Dell) offer shortly after the company announced in early February. Dell has said in regulatory filings have been proposed 25 lawsuit challenges the proposed buyout, some of which have been voluntary withdrawal.
And then the emergence of a competitive bid acquisition of expert Blackstone Group LP. Blackstone (Blackstone) said last month that it has dropped plans to buy Dell's best stock for $ 14.25 per share, partly due to a weak PC market.
Icahn has proposed a three-pitch Dell so far. In March, he said he hoped a special dividend of $ 9.00 per share, if the shareholders reject offer. Then, he bought 58% of Dell's stock to $ 15 per share preliminary proposals.
Dell shares rose 13 cents to close at $ 13.45 on Friday. In the past year, the stock has ranged from $ 8.69 at $ 15.81.
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