Icahn-Dell Hearing Postponed

Aug 12 2013 | 10:08am ET

A hearing to fast-track Carl Icahn's latest bid to stop Dell Inc.'s sale to its founder and private-equity firm Silver Lake Partners has been slowed down.

Delaware Chancery Court Judge Leo Strine was to hear arguments about expediting Icahn's lawsuit this afternoon. But the hearing has been postponed until Friday, despite Icahn's contention that shareholders "will suffer irreparable harm" without a quick decision on his case.

Icahn has asked the court for a range of relief that could imperil the $24.8 billion deal for Dell. He wants the company to hold its annual meeting—at which he plans to seek to depose its board of directors—on the same day as it holds a vote on the buyout. He also challenged the board's decision to revise the record date to allow newer investors to vote, and to block Dell and Silver Lake from voting any shares they've acquired since Feb. 5, when they announced the initial bid.

Icahn also mentioned the change Dell made to the voting rules in exchange for the higher offer from Michael Dell and Silver Lake. He said the new rules, which will not count abstentions as no votes, make it "nearly certain" that the buyout will be "approved through an unfair vote."

A spokesman for Dell said that the board "sought to maximize value for, and acted in accordance with its fiduciary duties to, Dell stockholders and will continue to do so." Dell said that Icahn is using the lawsuit as "another theater in their public-relations battle."


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