Carl Icahn Issues Open Letter to Dell Shareholders

Carl Icahn Issues Open Letter to Dell Shareholders

Activist investor Carl Icahn has issued another statement to Dell shareholders regarding an upcoming vote for the company's future as a public company, saying there is a "no-brainer" situation at hand.

"In these situations the odds are greatly in your favor of making a profit while taking very little risk, and in some very rare situations, you can make a profit while taking no risk at all," wrote Icahn in the letter dated today and on file with the SEC.

On July 18, shareholders will decide whether to approve or deny founder Michael Dell's intention to take Dell private for $13.65 a share. Icahn has proposed three different alternatives to the Michael Dell deal. None, including an offer to buy nearly two-thirds of Dell's outstanding stock for $14 per share, has swayed the board from its support of the deal with Michael Dell and Silver Lake Partners.

Before next week's meeting, Icahn is urging the rest of Dell's shareholders to join him in asking a court in Delaware, where Dell is incorporated, to determine whether Dell is worth more than $13.65 per share. Shareholders who pursue a court appraisal also will have to oppose the deal with Michael Dell.

In his latest letter to shareholders, Icahn called the decision a "no-brainer" because "if you own Dell and opt for appraisal rights, you have a rare opportunity to make a profit without taking risk. Under the law, if you are dissatisfied with the price that you are being forced to take in a 'going private' transaction that you did not vote for, you can go to court for an appraisal."

Icahn said that should investors approve of Michael Dell's privatization offer of $13.65 a share, the merger would be executed around October, which would give investors "until December to decide if you want the $13.65 or continue on with the appraisal process. You therefore have a free put under this example until December. You always have 60 days from the actual date that the merger is consummated to change your mind."

-- Material from The Associated Press was used in this report.


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