Icahn: Joining the race
New York, March 24: The Blackstone Group and the billionaire Carl C. Icahn have sent preliminary deal proposals to Dell Inc, people briefed on the matter said on Saturday, signalling that a potential three-way race for control of the computer company is underway.
The letters by Blackstone and Icahn, sent late Friday night, were meant to keep talks going with a special committee of Dell’s board, one of these people said. The special committee is expected to review the proposals and determine whether either or both are likely to lead to an acceptable bid.
The company’s directors have spent the last 45 days trying to find alternatives to a $24.4 billion offer from Michael S. Dell and the private equity firm Silver Lake.
In its letter, Blackstone proposed offering more than $14.25 a share for Dell, working with the investment firms Francisco Partners and Insight Venture Partners, one of these people said. The preliminary plan envisioned offering existing shareholders the opportunity to remain investors in the computer company through what is known as a public stub, though those who wish to sell off their entire holdings can do so.
Blackstone didn’t disclose the potential size of the public stub.
Icahn outlined a plan to pay $15 a share for about 58 per cent of the company, this person said. His proposal is likely to allow shareholders to sell only a portion of their stakes.
Neither Blackstone nor Icahn gave specific details about how they plan to finance their transactions, though both essentially said they were highly confident about raising the necessary money.
Others that had been invited to participate in the go-shop period, including Hewlett-Packard and Lenovo, had long ago been discounted as potential buyers and were instead seen as simply taking a look at Dell’s books. A spokesman for Dell declined to comment.
The emergence of potential rival bidders for Dell could help lift the price of a deal that shareholders have loudly complained is too low. Two of the company’s biggest outside investors, Southeastern Asset Management and T. Rowe Price, have said that they will not accept the current price of $13.65 a share.
Icahn, who has amassed what he calls a “substantial” stake in Dell, told its special board committee privately that he, too, opposed the current transaction and favoured paying out a special dividend instead. He agreed to participate in the evaluating process last week.
Shares of Dell closed unchanged at $14.14 on Friday, indicating that investors were expecting a higher takeover offer.
Blackstone has spent several weeks talking with prospective partners, including TPG Capital and General Electric’s GE Capital arm. The firm has also spoken with Southeastern.
It has approached technology executives such as Mark V. Hurd, president of Oracle Corporation, about potentially serving as chief executive of Dell should he decide to step down. So far, however, Hurd has expressed little interest, according to a person briefed on the matter.
Among the people leading Blackstone’s efforts is David Johnson, who until earlier this year was Dell’s in-house deal maker, people briefed on the matter have said.
But Blackstone still faces some hurdles in putting together a final bid. Among them is arranging the enormous amount of financing needed. While Dell has committed to talking with potential rivals to Silver Lake — an important concession, since he controls about 16 per cent of the company’s stock and is contributing $750 million — he is not obligated to strike an agreement with them on the same terms.