Today, Dell stockholders approved the merger transaction in which Michael, in partnership with Silver Lake, will acquire Dell and take the company private. Dell stockholders will receive $13.75 in cash for each share of Dell common stock they hold, plus payment of a special cash dividend of $0.13 per share to stockholders of record as of a date prior to the effective time of the merger, for total consideration of $13.88 per share in cash. The agreement also guarantees the regular quarterly dividend of $0.08 per share would be paid to holders of record as of a date prior to closing. The total transaction is valued at approximately $24.9 billion.
We remain fully committed to execute our strategy to provide end-to-end solutions that drive results for our customers. We are a foundational supplier and partner to customers across a diverse set of end-markets, geographies and key IT solutions. Our differentiated value proposition is based on simple and scalable solutions that provide our customers accelerated time to value.
Looking forward we plan to invest in several key areas that are aligned with our strategy:
1) Extending our enterprise solutions and services capabilities through investments in research and development and additional acquisitions;
2) Increasing sales training, expanding sales coverage and channel partnerships
3) Expanding presence and ability to compete in emerging markets;
4) Investing for growth in the PC and tablet business; and,
5) Accelerating the delivery of an enhanced and simplified customer experience.
The solid debt ratings we received yesterday are an important step in getting the financing in place to take the company private. We are pleased that the rating agencies recognize Dell’s solid business fundamentals and ability to generate strong cash flow, even in a capital structure with more leverage.
The transaction is expected to close before the end of the third quarter of FY14. Until that time, we remain a publicly-traded company and will continue to operate as such on behalf of our stockholders.
We strongly encourage you to review our Press Release and find additional information on the transaction page of our IR website: www.dell.com/goprivate.
Any statements in this blog about prospective performance and plans for the Company, the expected timing of the completion of the proposed merger and the ability to complete the proposed merger, and other statements containing the words “estimates,” “believes,” “anticipates,” “plans,” “expects,” “will,” and similar expressions, other than historical facts, constitute forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Factors or risks that could cause our actual results to differ materially from the results we anticipate include, but are not limited to: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement; (2) the inability to complete the proposed merger due to the failure to obtain stockholder approval for the proposed merger or the failure to satisfy other conditions to completion of the proposed merger, including that a governmental entity may prohibit, delay or refuse to grant approval for the consummation of the transaction; (3) the failure to obtain the necessary financing arrangements set forth in the debt and equity commitment letters delivered pursuant to the merger agreement; (4) risks related to disruption of management’s attention from the Company’s ongoing business operations due to the transaction; and (5) the effect of the announcement of the proposed merger on the Company’s relationships with its customers, operating results and business generally.
Actual results may differ materially from those indicated by such forward-looking statements. In addition, the forward-looking statements included in this blog represent our views as of the date hereof. We anticipate that subsequent events and developments will cause our views to change. However, while we may elect to update these forward-looking statements at some point in the future, we specifically disclaim any obligation to do so. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date hereof. Additional factors that may cause results to differ materially from those described in the forward-looking statements are set forth in the Company’s Annual Report on Form 10–K for the fiscal year ended February 1, 2013, which was filed with the SEC on March 12, 2013, under the heading “Item 1A—Risk Factors,” and in subsequent reports on Forms 10–Q and 8–K filed with the SEC by the Company.