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Dell Inc. (DELL) and Silver Lake Management LLC have secured enough votes for approval of their proposed $24.9 billion leveraged buyout, according to a person with knowledge of the matter.
Holders of two-thirds of the voting shares have indicated their support for the proposed transaction, the largest leveraged buyout since 2007, said the person, who asked not to be identified because the  outcome isn’t public.
Michael Dell is poised to have his buyout sewn up after a seven-month contest that left the fate of the world’s third-largest personal-computer maker in doubt for much of the year.
Billionaire financier Carl Icahn dropped his opposition to the deal yesterday, removing what for several months was one of the largest obstacles to getting the buyout approved, Bloomberg reports.
“It’s going to make the shareholder meeting a lot easier,” Shannon Cross, an analyst at Cross Research, said of Icahn’s decision.
The results of the voting will be disclosed at a Sept. 12 meeting at Dell’s Round Rock, Texas, headquarters. Three previous shareholder events were adjourned as CEO Dell and Silver Lake lacked the votes they needed to secure approval. David Frink, a spokesman for Dell, declined to comment.
Investors, including Franklin Mutual Advisers and BlackRock Inc. (BLK), are supporting the offer after the buyout group sweetened its proposal to $13.75 a share, plus a 13-cent special dividend and guaranteed payment of the company’s third-quarter dividend.
Final Steps
“While we of course are saddened at our losing the battle to control Dell, it certainly makes the loss a lot more tolerable in that as a result of our involvement, Michael Dell/Silver Lake increased what they said was their ‘best and final offer,’” Icahn wrote in a letter Tuesday. “As a result of this increase all stockholders are to receive many hundreds of millions of dollars more than the board originally accepted.”
Dell, who serves as chairman and CEO, is pushing to take the PC maker private so he can execute a turnaround plan outside the spotlight of public markets.
“Now we’re going to have to just sit back and see whether Michael Dell succeeds with the company,” Cross said. “It’s going to be good for the industry that there is some certainty about how Dell is going to end up.”
Activist Investor
The go-private deal is scheduled to close by the end of Dell’s fiscal third quarter, which ends Nov. 1, and the company isn’t anticipating regulatory hurdles to getting it done, according to a person with knowledge of the process.
Icahn didn’t respond to a message left at his office. He pointed out in the letter that Dell and Silver Lake’s final offer price is still 70 percent below the stock’s 10-year high of $42.38. Icahn had been trying to derail the deal and put forward his own recapitalisation plan.
Icahn’s partner, Southeastern Asset Management Inc., said in a statement yesterday it’s “pleased that our efforts contributed to the modest increase in merger consideration Dell stockholders will receive.”

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