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Dell unveiled plans Tuesday to take the former number
one computer maker private in a buyout led by company founder Michael
Dell worth $24.4 billion.
"I believe this transaction will open an exciting new
chapter for Dell, our customers and team members," Michael Dell said in
unveiling the deal with investment firm Silver Lake, and backed by a $2
billion loan from Microsoft.
The company said it had signed "a definitive merger
agreement" that gives shareholders $13.65 per share in cash, a premium
of 25 per cent over Dell’s closing share price on January 11, before
reports of the deal circulated.
 The move, which would delist the company from stock
markets, could ease some of the pressure on Dell, which is cash-rich but
has seen profits slump.
The Texas-based computer maker, which Dell started in
his college dormitory room, once topped a market capitalisation of $100
billion as the world’s biggest PC producer.
The plan is subject to several conditions, including a
vote of unaffiliated stockholders. It calls for a "go shop" period to
allow shareholders to determine if there is a better offer.
"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," Michael Dell said of the plan.
The company founder said Dell has made progress in
its turnaround strategy "but we recognize that it will still take more
time, investment and patience, and I believe our efforts will be better
supported by partnering with Silver Lake in our shared vision."
"I am committed to this journey and I have put a
substantial amount of my own capital at risk together with Silver Lake,"
he added.
Under terms of the deal, Michael Dell, who currently
owns some 14 percent of Dell’s common shares, would remain chairman and
chief executive and boost his stake with “a substantial additional cash
investment,” a company statement said.
Cash for the deal will come from Silver Lake, a major
tech investment group, and MSD Capital, a fund created to manage
Michael Dell’s investments.
The plan also calls for a $2 billion loan from
Microsoft, rollover of existing debt, and financing that has been
committed by Bank of America-Merrill Lynch, Barclays, Credit Suisse and
RBC Capital Markets.
The company statement said a special committee was
formed after Michael Dell first approached the board in August 2012 with
the idea.
The effort was headed by lead director Alex Mandl, with advisors JP Morgan and law firm Debevoise & Plimpton LLP.
Analysts have said the deal may give the company a
chance to regain some footing in a market in which smartphones and
tablets are overtaking laptop and desktop computers.
Dell is now the number three global PC maker, behind
Hewlett-Packard and Lenovo, according to the latest report from market
tracker IDC, showing Dell's market share of 10.6 percent in the fourth
quarter, AFP reports.
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