By Ben Fox Rubin
Southeastern Asset Management, one of Dell Inc.'s (DELL) largest
shareholders, said the struggling PC-maker failed to make a
convincing case in its proxy filing for shareholders to accept a
$24.4 billion buyout offer from founder and CEO Michael Dell and
Silver Lake Partners.
Southeastern, which says it owns 8.4% of Dell's shares, said
Dell's argument for it going private contains no "sound reasoning
for why, at this stage in the transformation, the company needs to
be taken private." It added the proxy statement contains only one
page devoted to Mr. Dell's plans for the company following the
transaction.
A representative from Dell wasn't immediately available for
comment.
Southeastern and other shareholders have been vocal opponents of
the deal since it was unveiled in February. The firm has previously
said it would have endorsed a "go-private type sale where current
shareholders could elect to continue to participate in a new
company" that had a publicly traded portion.
"For shareholders trying to decide whether to support the
transaction, the company's suspension of earnings guidance and
extremely limited discussion of the company's future plans will
make it difficult to make an informed choice," Southeastern said in
an open letter to a Dell special committee.
It added that two alternative proposals from Blackstone Group LP
(BX) and activist investor Carl Icahn were both superior to the
Michael Dell and Silver Lake offer.
Write to Ben Fox Rubin at ben.rubin@dowjones.com
Subscribe to WSJ: http://online.wsj.com?mod=djnwires