Dell Wins Shareholder Approval to Go Private

Never a dull moment in here, these days.

Dell is going private.

Company CEO and namesake Michael Dell, backed by investment group Silver Lake, managed to convince shareholders that the best way to save the embattled manufacturer is to take it off the public markets. As voted on by shareholders at a Sept. 12 meeting, the final buyout price was $13.75 a share, which includes a 13-cent-a-share “special dividend.” All told, that puts the deal’s price at $24.9 billion.

In order to reach this point, Dell and Silver Lake had to fend off activist investor Carl Icahn and investment firm Southeastern Asset Management, which made their own combined play for a restructured capitalization. In a series of public letters, Icahn argued that Dell’s privatization proposal undervalued the company, and—at least until the beginning of September—made it very clear that he was willing to fight things out in court. By convincing the shareholders that his plan is the best route forward, Dell avoids what could have devolved into a very protracted and messy battle.

Michael Dell wants to focus the majority of the company’s efforts on services, essentially remaking it into a tech firm more along the lines of IBM. That could be Dell’s only route forward, considering how the hardware-manufacturing business is suffering through a prolonged period of anemic sales: in May, market researchers at IDC predicted sales of PCs would drop 11.7 percent worldwide during the second quarter of 2013, followed by a 4.7 percent drop in the third quarter.

In its effort to become more of a services company, Dell has done everything from push a private cloud initiative to joining in an alliance with longtime rival Oracle. But the IT services industry is an increasingly crowded one, and it’s an open question whether Dell—as well-funded as it is—can achieve the momentum necessary to take on IBM, Oracle, and other well-established giants. There’s also the small matter of Dell’s existing hardware-manufacturing operations, with its enormous infrastructure and considerable headcount; at some point, Dell may need to make some hard decisions about what to do with that aspect of its business.

Back in February, when the battle to take his company off the public markets was fully underway, Michael Dell issued a statement that summarized his views on privatization. “We can deliver immediate value to stockholders, while we continue the execution of our long-term strategy and focus on delivering best-in-class solutions to our customers as a private enterprise,” he wrote. “Dell has made solid progress executing this strategy over the past four years, but we recognize that it will still take more time, investment and patience.”

Now, he has the chance to show that his viewpoint is the right one. Dell’s future hangs in the balance.

 

Image: Dell

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