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Dell vote is going to be a nail-biter

Tuesday, 16 Jul 2013 | 12:52 PM ET
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Investors will be on the edge of their seats during the few days leading up to the final vote that will determine Dell's fate, but their anticipation may be in vain if the election is pushed back to a later date.

Dell shareholders are scheduled to cast their vote this week on whether or not they will accept a $24.4 billion buyout offer from founder and CEO Michael Dell and the private-equity firm Silver Lake Partners. However, the race may be postponed if the deal is believed to be voted down by shareholders, sources tell CNBC.

(Read More: Dell shareholder vote could be postponed: Sources )

Still, though, the majority of votes have not been cast so there is a chance that the election will proceed and if it does, it's going to be a tight race.

Ever since Dell, who has a 16 percent stake in the company, earlier this year made it known he wanted to take the company private he has faced shareholder backlash spurred by the price of the buyout.

On Monday, T. Rowe Price Associates, which had more than a 4.4 percent stake in the company as of the end of March, joined other major stakeholders—including the investment firms Southeastern Asset Management, Yacktman Asset Management and Pzena Investment Management—in claiming that the current $13.65 per share bid from Dell and Silver Lake greatly undervalues the company. Blackrock is also reportedly going to cast its vote against the deal.

In February, T. Rowe Chief Investment Officer Brian Rogers said in a statement that the firm did not believe the price reflected the true value of Dell, and Rodgers reiterated the firm's opposition on Monday.

The uncertainty surrounding the election has Dell shares facing some turbulence. The shares had 17 cents shaved off on Monday, closing at $13.15, indicating that investors aren't completely convinced this deal is going to pass. Dell shares were also down 1.1 percent to $13 in midday trading Tuesday. (For the latest stock price click here.)

Dell vote will be postponed if deal won't pass: Sources
CNBC's David Faber reports the latest detail on the battle between Carl Icahn and Michael Dell for the tech giant.

(Read more: 'Agitated shareholders' may force Dell to boost buyout bid)

The bidding party has said they are unwilling to increase their offer, but as the vote draws closer they may face mounting pressure to change their minds.

Activist investor Carl Icahn, the second largest Dell shareholder behind Michael Dell, and Southeastern Asset Management have joined forces to halt the deal by making an offer of their own. They said on Friday they would sweeten their offer of $14 per share by adding a warrant for every four shares owned. The warrant enables the shareholder to purchase Dell shares for $20 each during the next seven years.

(Read more: For Icahn, $10.7 million profit from Dell is not enough)

The special committee of the board that is overseeing the sale process has opposed Icahn's efforts to derail the sale of the company to Dell and Silver Lake. The board released a statement on Friday that responded to Icahn's latest offer and reiterated its recommendation to shareholders that they vote in favor of the $13.65 per share offer.

(Read more: Icahn in last-ditch bid to keep Dell gamble going)

Because Dell's 16 percent stake isn't included in the special vote, the leveraged buyout must be backed by slightly more than 42 percent of Dell's outstanding stock.

By CNBC's Cadie Thompson. Follow her on Twitter @CadieThompson.

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  • Matt Hunter is the senior technology editor at CNBC.com.

  • Cadie Thompson is a tech reporter for the Enterprise Team for CNBC.com.

  • Working from Los Angeles, Boorstin is CNBC's media and entertainment reporter and editor of CNBC.com's Media Money section.

  • Jon Fortt is an on-air editor. He covers the companies, start-ups, and trends that are driving innovation in the industry.

  • Lipton is CNBC's technology correspondent, working from CNBC's Silicon Valley bureau.

  • Mark is CNBC's Silicon Valley/San Francisco Bureau Chief covering technology and digital media.