It appears that despite Dell Inc.’s efforts to the contrary, Southeastern Asset Management remains unconvinced that the computer maker’s $24.4 billion sale to its founder is the last best hope for shareholders.
In a letter to the company’s board, Southeastern reiterated its belief that the take-private transaction denied investors the full benefits of Dell’s turnaround. To that end, Southeastern said that it was seeking a full investor list from the company, as well as other books and records.
A number of other investors, including T. Rowe Price, have publicly said they oppose the sale to Michael S. Dell and the investment firm Silver Lake, deeming the group’s $13.65-a-share offer too low. Southeastern has suggested that a better alternative is for Dell to pay out a special $12-a-share dividend, paid for by bringing back overseas cash, selling off Dell Financial Services and raising $9 billion in new debt.
Southeastern cited Dell’s willingness now to bring home some of the company’s substantial cash hoard that is currently held overseas.
The firm also took issue with Dell management for not providing financial results for its product segments, in what Southeastern argued was an attempt to mask Dell’s improving business mix. Had the computer company broken out its results in this way, Southeastern said, the data might reflect the lessening importance of Dell’s struggling PC business and the growth of its enterprise arm.
“While the board of directors characterizes the proposed transaction as a transfer of ‘the risk of the business to the buyout group,’ we believe it is more appropriately characterized as a transfer of ‘the opportunity of the business to the buyout group,’” Southeastern wrote in the letter. “Management knows the company better than anyone, and clearly sees Dell’s substantial unrealized value.”
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