Michael Dell Pushed To Boost Faltering Bid

Jul 5 2013 | 9:41am ET

Concern is building that Dell Inc. shareholders will vote against the $24.4 billion buyout of the company proposed by its founder and a private-equity firm.

Last weekend, the special committee of Dell's board overseeing the sale urged Michael Dell to increase his offer for the company. The committee is reportedly worried that investors, egged on by Carl Icahn and Southeastern Asset Management, are turning against the deal, following meetings between the committee and major investors. The committee is also concerned that proxy advisory Institutional Shareholder Services will urge investors to vote "no" next week.

The committee is said to believe that ISS's recommendation will be decisive.

Dell shareholders have until July 18 to vote. In the run-up to that deadline, Icahn and Southeastern, who oppose the plan and have offered their own proposal for a $16 billion share buyback, have ratcheted up their criticisms.

Dell cannot vote his 16% of the company's shares as part of the agreement, meaning that about 43% of all Dell shareholders must vote "yes" for the deal to be approved.

Dell's partner, Silver Lake Partners, has been reticent about raising their bid, and is unlikely to do so now given the continued deterioration in the company's business. That leaves Dell himself; the founder is already contributing his stake to the deal at $13.36 per share, 29 cents less that the $13.65 offer price.


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