Arik Hesseldahl

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Michael Dell Takes His Buyout Case Directly to Shareholders

dell_brainstormMichael Dell has taken his case for the leveraged buyout of the computer company that bears his name directly to shareholders today, filing a presentation slide deck with the U.S. Securities and Exchange Commission moments ago.

The slide deck, which you can see below, argues that transforming Dell into an enterprise-focused company with less of an emphasis on personal computers is “critical to its future success,” and that getting that work done will happen faster as a private company.

Dell tells shareholders that significant investment is still needed to do the heavy lifting associated with that transformation, and that those investments will eat into the quarterly profit margins on which public shareholders rely. “Full implementation of the steps needed to position the Company for the long term is likely to have an even greater negative impact on earnings in the near term than what we have already seen,” Dell’s slides say. “Our Company lives on customer confidence and the commitment of our excellent employees. A lagging public stock price would hurt both.”

He also argued against attempts by Carl Icahn, now Dell’s number two shareholder, saying that any plan that leverages the company up with debt and which leaves it publicly traded would “… hurt the Company’s ability to weather an economic or business downturn. It would also jeopardize customer perception and employee retention.” It would also, Dell argues, leave the remaining shares of the company “more volatile.”

If the buyout fails at a forthcoming proxy vote, Dell says he will “remain committed to doing my utmost for the company.” He also says he will vote his shares in opposition of Icahn’s recapitalization. “In sum, the buyout is the right choice for the Company, for our shareholders, and for our team members and customers. I urge shareholders to vote in favor of the buyout,” he says.

Here are the slides, which you can read for yourself:

MSD Presentation – Final [6!20!13] by Arik Hesseldahl


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