Icahn Makes Dell Offer

May 10 2013 | 12:49pm ET

Following news reports that he would not do so, Carl Icahn has made a competing buyout offer for Dell Inc., although one that, at first glance, is not as rich as the $15-per-share offer he provisionally made in March.

Icahn and Southeastern Asset Management, Dell's second-largest shareholder, would give shareholders either $12 in cash or new shares, below the $13.65 per share in cash offered by Michael Dell and private-equity firm Silver Lake Partners. But under the Icahn-Southeastern plans, shareholders would get to keep their existing shares, and a Dell stub would remain publicly-traded. Southeastern said that would give shareholders a chance to participate in Dell's resurgence after the deal.

The two, perhaps sensing that Dell's board will reject the apparently lower offer, also warned that they'd go to war to prevent the Dell-Silver Lake $24.4 billion buyout, which they have called "the great giveaway."

"Either give shareholders the real choice they are entitled to or face the legal liability for your failures," the two wrote in a blistering letter to the Dell board.

"We are often cynical about corporate boards, but this board has brought that cynicism to new heights," Icahn and Southeastern, which control about 11.5% of Dell's shares, wrote. "This company has suffered long enough from very wrongheaded decisions made by the board and its management."

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