Dell wants more information from billionaire Carl Icahn and activist Southeastern Asset Management about their rival bid for the ailing PC maker.
At the top of the list: Who will provide the financing? Who will run the company? Is this suggestion “an actual acquisition proposal” that the board should consider now–or an alternative should billionaire CEO Michael Dell’s proposed $24.4 billion fail?
Icahn and Southeastern on Friday publicly announced a competing offer for the company, saying they would pay $12 a share in cash or in additional stock. Icahn and Southeastern believe the deal is too cheaply priced and are unhappy that it doesn’t leave any opportunity for existing shareholders to join the buyout group. The Icahn-Southeastern transaction would leave a portion of the company public, allowing investors to remain involved if they wished.
Dell’s bid, made along with private-equity shop Silver Lake Partners, would take the computer company private at $13.65 a share.
Shares of Dell fell 0.4% to $13.40 in pre-market trading.
Icahn and Southeastern have said they will fund their proposal with existing cash and $5.2 billion in debt. They want investors to gamble that whomever they find to lead Dell–assuming, of course, that Michael wouldn’t want to stick around and exist under the activists’ thumb–will be better at leading Dell in an age of cloud-computing and tablet computers.
This is the second time in a year that Icahn and Southeastern joined forces to make life hellish for a CEO. They revamped the Chesapeake Energy board last year, eventually leading to the exit of CEO Aubrey McClendon. Both Icahn (Netflix, Clorox) and Southeastern (Vulcan Materials, Olympus) are experienced corporate gadflies.
Reach Abram Brown at abrown@forbes.com.
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