Taking Dell Private

In July 2012, Michael Dell, CEO and founder of Dell, Inc., met with a representative of Silver Lake Partners to explore taking his company private. The company, which he had founded in his dorm room as a college freshman and which had made him the youngest Fortune 500 CEO in history, had been the market leader in PC sales in the early 2000s. In recent years, however, the company had been surpassed by competitors and, worse, the PC market was becoming less lucrative, due to overseas competition, longer turnover rates on PCs, and the rise of tablets and smartphones. Michael Dell hoped to respond by shifting the company from its core to a "new Dell" based around "Enterprise Solutions and Software" (such as servers, consulting, and software-as-a-service) and now claimed he needed to take the company private to do so. By the summer of 2013, the Dell board and its shareholders would have to decide whether to accept his offer to take the company private for $13.65 a share. Meanwhile, Carl Icahn bought a large stake in Dell Inc., accused Dell of trying to steal the company, and urged shareholders to rebel and demand a "leveraged recapitalization" instead. This case presents the information the Dell board worked with as it debated its decision.