The saga of taking Dell private just hit a speed bump after the consortium in place to buy the firm declined to raise its price. Given that the deal was considered pat a short stretch ago, what went wrong? Dell’s second largest shareholder isn’t having it, claiming that the offered price is far too low.
According to a report in the New York Times out today, Southeastern Asset Management, which owns a firm 8.5 percent of the company, thinks that the price offered for Dell is “too low and essentially robs shareholders.” In its own words, Southwestern feels like it is being all but swindled, calling the deal “an effort to acquire Dell at a substantial discount to intrinsic value at the expense of public shareholders.”
Hot damn, in financial speak, those are fighting words.
To make its point, Southeastern has promised litigation, proxy fights, and what it generically refers to as “available Delaware statutory appraisal rights.” The crux here is that if the group buying Dell, which includes its founder and Microsoft, fails to raise the price they are offering, it could bog the deal down in lawsuits for some time, perhaps endangering the overall package.
Enter Dell, via a Reuters tweet: “MICHAEL DELL’S CONSORTIUM DOES NOT INTEND TO RAISE ITS OFFER FOR DELL INC FOLLOWING SOUTHEASTERN ASSET MANAGEMENT’S LETTER.” That’s a firm no.
Perhaps Michael Dell and his merry band of band thinks that Southeastern will back down, folding to pressure, or that 8.5 percent is simply too low a figure to be a real threat. Either way, they are not bending. The deal sits at $24.4 billion, as before. When Southeastern responds, it will be interesting to see just what they have to say.
If Southeastern can rally more shareholders to its side, Michael could find the firm he founded outside the grasp of his control.
Update: Speak of the devil, Reuters just published that Southeastern is joined in its complaint by at least three of Dell’s top 20 shareholders. We have a rodeo, kids. It appears that the rebellious shareholders command more than 10% of the firm’s total equity, perhaps passing a key threshold.
Top Image Credit: Dell Inc.