Icahn files lawsuit to force Friday vote on Dell buyout

Investor Carl Icahn filed the lawsuit in an attempt to give Friday's shareholder vote on Dell-Silver Lake's buyout proposal a go

Carl Icahn filed a lawsuit against Dell and its board of directors on Thursday as he continued to take steps to prevent the company's founder and investment company Silver Lake from taking the company private.

The lawsuit, filed in the Court of Chancery of the State of Delaware, seeks to prevent Dell from setting a new date for the meeting at which shareholders will vote on the Michael Dell-Silver Lake proposal to buy out the company. The vote is scheduled for Friday at 9 a.m. Central Time. It has already been delayed twice.

The suit also demands that if Dell's board of directors sets a new date for the special meeting, the company's annual meeting should "be held on the same date and time, and with the same record date," according to a filing with the U.S. Securities and Exchange Commission.

In February, Michael Dell and Silver Lake offered US$24.4 billion, or $13.65 per share, for the company. That original offer was met with opposition from some top shareholders, with Icahn being one of the more vocal opponents. Last week, Dell and Silver Lake raised their offer to $13.75, under the condition that new shareholder voting rules be implemented so that only "yes" or "no" votes would be counted, with abstentions and nonvotes being left out.

Earlier this week, a special committee overseeing the proposals to buy out the company rejected the shareholder voting guidelines that Michael Dell and Silver Lake proposed. In a letter, the committee said it is prepared to proceed with either a shareholder vote on the earlier $13.65 buyout proposal or a later vote on the new $13.75 offer, but either vote would have to be under the current voting guidelines.

Analysts have said that the shareholder votes were delayed twice as Dell-Silver Lake could not muster enough support for its earlier proposal. Icahn is seeking a quick vote to quash the Dell-Silver Lake offer. Icahn and shareholder Southeastern Asset Management have made the only other offer to buy the company, and they believe their deal is potentially worth $15.50 to $18 a share for current shareholders.

Agam Shah covers PCs, tablets, servers, chips and semiconductors for IDG News Service. Follow Agam on Twitter at @agamsh. Agam's e-mail address is agam_shah@idg.com

Join the newsletter!

Error: Please check your email address.
Rocket to Success - Your 10 Tips for Smarter ERP System Selection

Tags business issuesDellCivil lawsuitslegalMergers and acquisitions

Keep up with the latest tech news, reviews and previews by subscribing to the Good Gear Guide newsletter.

Agam Shah

IDG News Service
Show Comments

Cool Tech

Breitling Superocean Heritage Chronographe 44

Learn more >

SanDisk MicroSDXC™ for Nintendo® Switch™

Learn more >

Toys for Boys

Family Friendly

Panasonic 4K UHD Blu-Ray Player and Full HD Recorder with Netflix - UBT1GL-K

Learn more >

Stocking Stuffer

Razer DeathAdder Expert Ergonomic Gaming Mouse

Learn more >

Christmas Gift Guide

Click for more ›

Most Popular Reviews

Latest Articles

Resources

PCW Evaluation Team

Walid Mikhael

Brother QL-820NWB Professional Label Printer

It’s easy to set up, it’s compact and quiet when printing and to top if off, the print quality is excellent. This is hands down the best printer I’ve used for printing labels.

Ben Ramsden

Sharp PN-40TC1 Huddle Board

Brainstorming, innovation, problem solving, and negotiation have all become much more productive and valuable if people can easily collaborate in real time with minimal friction.

Sarah Ieroianni

Brother QL-820NWB Professional Label Printer

The print quality also does not disappoint, it’s clear, bold, doesn’t smudge and the text is perfectly sized.

Ratchada Dunn

Sharp PN-40TC1 Huddle Board

The Huddle Board’s built in program; Sharp Touch Viewing software allows us to easily manipulate and edit our documents (jpegs and PDFs) all at the same time on the dashboard.

George Khoury

Sharp PN-40TC1 Huddle Board

The biggest perks for me would be that it comes with easy to use and comprehensive programs that make the collaboration process a whole lot more intuitive and organic

David Coyle

Brother PocketJet PJ-773 A4 Portable Thermal Printer

I rate the printer as a 5 out of 5 stars as it has been able to fit seamlessly into my busy and mobile lifestyle.

Featured Content

Latest Jobs

Don’t have an account? Sign up here

Don't have an account? Sign up now

Forgot password?