Dell-Ja Vu: Dell Buyout Vote Might Be Delayed Again


Dell may again delay the leverage buyout vote set for Wednesday that will decide the company's future.

According to a report from The New York Post, the vote may be pushed until Aug. 3. It will be the second time the company would delay a vote, originally scheduled for July 18, which pits activist investor Carl Icahn against CEO and Dell founder Michael Dell.

Icahn blasted back Tuesday filing an open letter to shareholders calling the board "unconscionable" and referred to the ongoing feuding as a "desperate debacle."

[Related: Dell Buyout Deal Snapshot: 9 Things To Know]

"How long can boards push out and change meeting dates and hide behind the 'business judgment rule'? The answer, my friend, is 'Blowin' in the Wind,'" Icahn wrote in the filing.

For Dell partners weary of weeks of back and forth between Dell and Icahn it was reason to voice their support for Michael Dell. "We are heavily into Dell and its complete compute and storage solutions. Bringing in an outsider who might slice and dice the company is not the right move," said Dante Orsini, vice president of business development at Iland, a Houston-based cloud computing company.

As of June 3, shareholders were allowed to vote on the deal. In Delaware, where Dell is incorporated, the law requires a follow-up meeting 60 days from the start of the vote. If the Wednesday vote is postponed, the next chance shareholders would be obligated to meet Aug. 3. However, a spokesman representing Dell's special committee said the vote was still on for Wednesday at 5 p.m. CDT.

"Reading the tealeaves it looks like Michael might be buying more time to build support," Orsini said.

Shareholders will be voting on a $13.65-a-share takeover proposal by Michael Dell that would allow him to take his company private; the original vote was scheduled for last Thursday but was rescheduled for Wednesday. A delayed vote is seen by investors and Dell partners as an indicator Dell doesn't have the votes it needs and is attempting to buy more time to convince shareholders to vote in favor of the privatization bid.

Icahn is trying to take control of Dell and prevent it from becoming a private company. Icahn said he wants to get rid of Michael Dell as CEO, replace members of the board and allow shareholders to benefit from a Dell turnaround.

Icahn and Southeastern Asset Management partners have offered $14 a share and thrown in a warrant provision allowing shareholders to buy one share of Dell for every four shares they owned for a fixed price of $20 within a seven-year period. Icahn argues that brings the value of his offer to about $15.50 to $18 a share.

According to The New York Post, 22 percent of Dell shareholders hadn't cast votes as of Tuesday. According to voting rules, a non-vote is a "no" vote. The buyout vote is expected to be close.

PUBLISHED JULY 23, 2013