Talking tech since 2003

This morning, a much-delayed vote was held within the halls of Dell that decided whether the company was to stay publicly traded, or revert to its formerly private state courtesy of a buyout from equity firm Silver Lake. The vote, proposed by Dell founder Michael Dell, required a majority vote of 43% or more to go private, or conversely a majority vote against it to stay public.

As of mere moments ago, Dell is now… oh wait…no, they delayed it again. Man this is getting old.

The big vote was delayed again this morning, but not without good cause, as Michael Dell has decided that he’s willing to up the ante a bit to get the deal pushed through. Specifically, he (and Silver Lake) are now willing to pay $13.75 per share in cash to ensure Dell goes private. This is ten cents higher than their last offer, meaning shareholders are now staring at approximately $150 million more on the table than they were a few minutes ago. Though having Carl Icahn breathing down your neck the entire time probably doesn’t make the decision all that much easier.

In exchange for the increased price, though, Michael Dell added an extra facet to the vote: a simple majority vote of shareholders will be all it takes to decide on the deal. Through a letter sent to Dell’s board of directors yesterday, Dell and his partners argued that the board’s decision to allow shares that are not voted count as votes in opposition of the merger was “unfair.”

“There is simply no rational basis for shares that are not voted to count as votes against the merger agreement for purposes of the unaffiliated stockholder vote,” Dell and his partners wrote to the board.

“If a majority of the shares held by unaffiliated stockholders who vote are voted in favor of the merger agreement, it would be unfair to deny these stockholders the merger consideration they wish to accept solely because shares not voting are counted as votes against the transaction.”

The vote has been postponed until August 2, wherein Dell might actually make a decision about its status as a company. Don’t hold your breath though.

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