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Dell (DELL) Says Considered Strategic Options Before Opting To Go Private

 February 11, 2013 09:34 AM

(By Balaseshan) Dell Inc. (NASDAQ: DELL) has considered an array of strategic alternatives to look for a superior offer before opting to go private, the company disclosed. 

Dell agreed to be taken private in a deal worth roughly $24.4 billion or $13.65 per share in cash. Under the terms of the agreement entered last week, Dell's Founder, Chairman and Chief Executive Officer Michael Dell and global technology investment firm Silver Lake, will acquire the PC maker.

Several investors were bombarding the struggling PC maker to reconsider the current deal as Dell worth more than the offer.

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In a regulatory filing, Dell said the special committee considered an array of strategic alternatives. In addition to working through financial and capital allocation issues with its independent financial advisors, the committee retained a prominent management consultant to help it assess the company's strategic position.

The board concluded that the proposed all-cash transaction is in the best interests of stockholders. The transaction offers an attractive and immediate premium for stockholders and shifts the risks facing the business to the buyer group.

In addition, and importantly, the go-shop process provides stockholders an opportunity to determine if there are alternatives that are superior to the present offer, the company said in the filing.

[Related -Drama Aside, Dell Is A Quality Tech Stock]

The acquisition will be financed through a combination of cash and equity contributed by Dell's CEO, cash funded by investment funds affiliated with Silver Lake, cash invested by MSD Capital L.P. and a $2 billion loan from Microsoft (NASDAQ: MSFT), among others.

Dell's largest independent shareholder, Southeastern Asset Management Inc, and three other investors have objected to the deal, saying the company is worth a lot more than the agreed upon $13.65 per share offer, Reuters reported on Friday.

Along with investors, ratings agencies have expressed concerns on the deal citing the high debt content. Fitch has cut Dell's long term issuer default rating to 'BB+' from 'A'. Moody's has downgraded its long term rating on Dell by two notches to 'Baa1' from 'A2,' while S&P has placed Dell on watch for a possible downgrade.

DELL closed Friday's regular session at $13.63. The stock has been trading between $8.69 and $18.36 for the past 52 weeks.



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