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Dell going private in $24.4B leveraged buyout, Stockholders will be paid $13.65 per share

10:24 AM, Feb 5, 2013   |    comments
Dell's Texas headquarters, in the Austin suburb of Round Rock. (Photo: Joe Raedle, Getty Images)
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ROUND ROCK, Texas - Slumping personal computer maker Dell is bowing out of the stock market in a $24.4 billion buyout that represents the largest deal of its kind since the Great Recession dried up the financing for such risky maneuvers.

The complex agreement announced Tuesday will allow Dell's management to attempt a company turnaround away from the glare and financial pressures of Wall Street. Dell stockholders will be paid $13.65 per share to leave the company on its own. That's better than $11 level the stock was hovering at before word of the buyout talks trickled out last month, but a steep markdown from the shares' price of $26 less than five years ago.

Once the sale to a group of investors that includes investment firm Silver Lake is finalized, Dell's stock will stop trading on the Nasdaq nearly 25 years after the Round Rock, Texas, company raised $30 million in an initial public offering of stock. Microsoft Corp. is investing in the deal with a $2 billion loan.

The company will solicit competing offers for 45 days.

The IPO and Dell's rapid growth through the 1990s turned its eponymous founder Michael Dell into one of the world's richest people. His fortune is currently estimated at about $16 billion . Michael Dell, who owns nearly 16 percent stake in the company, will remain the CEO after the sale closes and will contribute his existing stake in Dell to the new company.

Dell's sale is the highest-priced leveraged buyout of a technology company, surpassing the $17.6 billion paid for Freescale Semiconductor in 2006.

The deal is the largest leveraged buyout of any type since November 2007 when Alltel Corp. sold for $25 billion to TPG Capital and a Goldman Sachs subsidiary. Within a few months, the U.S. economy had collapsed into what would be its worst recession since World War II.

Leveraged buyouts refer to deals that saddle the acquired company with the debt taken on to finance the purchase.

Dell's decision to go private is a reflection of the tough times facing the personal computer industry as more technology spending flows toward smartphones and tablet computers. PC sales fell 3.5 percent last year, according to the research group Gartner Inc., the first annual decline in more than a decade. What's more, more tablet computers are expected to be sold this year than laptops.

The shift has weakened long-time stalwarts such as Dell Inc., fellow PC maker Hewlett-Packard Co., PC chip maker Intel Corp. and PC software maker Microsoft Corp.

Like the others, Dell's revenue has been shriveling and its stock has been sinking amid worries that the company might not be able to regain its technological edge.

Both Dell and its larger rival, HP, are trying to revive their fortunes by expanding into business software and technology consulting, two niches that are more profitable than the fiercely competitive - and currently shrinking - PC industry.

The PC downturn has hurt Microsoft by reducing sales of its Windows operating system to makers of desktop and laptop machines. As the world's third largest PC maker, Dell is one of Microsoft's biggest customers.

By becoming a major Dell backer, Microsoft could gain more influence in the design of the devices running on a radically redesigned version of Windows that was released in late October. The closer ties with Dell, though, could poison Microsoft's relationship with HP, the largest PC maker, and other manufacturers that buy Windows and other software.

Michael Dell and his financial backers are betting it will be easier to engineer a turnaround without having to pander to the stock market's fixation on whether the company's earnings are growing from one quarter to the next.

Taking the company private is a major risk, however. It will leave Dell Inc. without publicly traded shares to entice and reward talented workers or to help buy other companies.

As part of its shift toward business software and technology services, Dell already has spent $9 billion on acquisitions in the past three years.

Leveraged buyouts also require companies to earmark some of their incoming cash to reduce the debt taken on as part of the process of going private. The obligations mean Dell will have less money to invest in innovation and expansion of its business.

The buyout will mark a new era in another technology company that began humbly and matured into a juggernaut.

With just $1,000, Michael Dell started his company as PCs Limited in his dorm room as a freshman at the University of Texas at Austin. He would go on to revolutionize the personal computer industry by providing a way for companies and consumers to order custom-made machines at a reasonable price - first on the phone, then on the Internet.

Initially valued at $85 million in its 1988, Dell went on a growth tear that turned the company into a stock market star. At the height of the dot-com boom in 2000, Dell reigned as the world's largest PC maker with a market value of more than $100 billion.

But Dell began to falter as other PC makers were able to lower their costs. At the same time, HP and other rivals forged retail relationships that gave them the advantage of being able to showcase their machines in stores where consumers could check them out before buying. By 2006, HP had supplanted Dell as the world's largest PC maker.

With its revenue slipping, Dell's market value had fallen to $19 billion before the mid-January leaks about the buyout negotiations.

Copyright 2012 The Associated Press. All rights reserved. This material may not be published, broadcast, rewritten or redistributed.

Associated Press

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