Wednesday, February 20, 2013

Dell considered selling the PC Division

Dell announced last week, in a file sent to the Securities and Exchange Commission (SEC, the Securities and Exchange Commission of the United States), which considered as a strategic alternative to selling your business PCs or financial services before setting the delisting.
According to the document, the placement was a response to questions about the process that led to the approval of the Board of Directors for the delisting of the company and the share buyback, worth $ 24 billion. The material also aimed to indicate the role of Michael Dell, CEO and founder of the company, after the movement.
The SEC filing also came after several investors have refused to support the company's privatisation plans. Shareholders have expressed their concerns that this movement could underestimate their investment.
In August 2012, Michael Dell told the Council of Directors of the company considered closing the capital of the manufacturer. After the announcement, the group formed a Special Committee of four independent directors to evaluate the proposal by the CEO and the possible alternatives.
The Special Committee (which met more than 25 times and six more meetings with other independent directors) met with three different parties, which were authorised to conduct investigations and put forward proposals to acquire the company.
These companies have not been able to interact with each other and could not close any agreement with Michael Dell without the prior consent of the Special Committee. The founder of the manufacturer also agreed to work in good faith with any competitor and evaluate alternative strategies to the delisting.
The alternatives considered suggested: that Dell continued as a public company, no change in the business plan; modify the business plan, targeting the area of PCs on a separate organization, eliminating the financial services area, accelerating their business transformation with more acquisitions; or sale/merger with a strategic buyer, said Dell in the SEC filing.
"After this analysis, which lasted more than five months and involved the active participation of financial consultants and management consultant of the Special Committee, was concluded unanimously that the delisting was best interest to Dell's shareholders," wrote the manufacturer.
Dell's decision to consider the spinning out (separation of a part of the company in a new business; N. T.) your desktop PCs was similar to 2011 announcement of its rival Hewlett-Packard. However, unlike HP, which lost the confidence of investors and much of its market capitalization before finally giving up plans to split, Dell kept its plans secret until the SEC registration.
To ensure investors that this would be the best deal possible in the privatization plans of Dell, the Special Committee, assisted by Evercore Group, an independent investment consulting firm based in New York, set a 45-day period to request the "sale". A meeting with the shareholders to vote on the final proposal is expected in June or July, depending of the time of the review process of the SEC, said Dell.
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