Dell faces opposition in buyout move

 ·7 Mar 2013

Dell Inc said shareholder Carl Icahn has urged the company to pursue a leveraged recapitalization and pay a $9 per share dividend instead of going private.

Dell founder and CEO Michael Dell has struck a deal to take the No. 3 personal computer maker private in a $24.4 billion deal that is being opposed by some of the company’s major shareholders.

Icahn, known for shaking up management in the companies in which he invests, said in a letter to the Dell board that his interests hold a substantial stake in Dell but did not disclose his exact shareholding.

CNBC, citing sources, reported on Wednesday that Icahn had accumulated about 6 percent of Dell’s shares. That would make him the next largest shareholder after Southeastern Asset Management and Michael Dell, based on previously available data.

Southeastern Asset Management also opposes the deal.

Dell said Icahn had asked its board to commit to his proposal, in case the go-private deal is voted down by shareholders, to “avoid a proxy fight”.

Dell said it would welcome Icahn to join a “go-shop” process announced on Wednesday.

Icahn warned that if his proposal was not accepted he would run a slate of directors that, if elected, would implement it.

Icahn Enterprises LP would provide a $2 billion bridge loan for the “prompt payment” of the dividend, if his slate of directors was elected, he said in the letter.

Icahn himself would provide an additional $3.25 billion bridge loan to Dell if necessary.

Dell shares were marginally higher before the bell.

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