Icahn's bid to fast-track key Dell lawsuit fizzles out

Fri Aug 16, 2013 7:00pm EDT
 
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By Dave Warner

WILMINGTON, Delaware (Reuters) - Activist investor Carl Icahn's legal effort to derail a $25 billion takeover of Dell Inc stalled after a judge refused to fast-track his lawsuit against the personal computer maker, blunting an integral part of his months-long opposition campaign.

Delaware Court of Chancery Judge Leo Strine on Friday waved off Icahn's request to accelerate the lawsuit, dismissing claims that the company and its board wronged shareholders by accepting an undervalued offer from Chief Executive Michael Dell.

Icahn had hoped to head off a September 12 special shareholders' vote on a takeover proposal that the hedge fund billionaire and other major investors argue cheapens the company. He wanted the company to hold its annual general meeting - at which he intends to try and replace the board - at the same time as the vote, hoping that will force the CEO to put his best and final offer on the table.

But Strine was dismissive of Icahn's argument that Dell Inc, and the special committee formed to review the buyout offer, was trying to push the CEO's deal at the expense of shareholders. He opened the proceedings with a 45-minute reading of a prepared opinion, and no lawyers from either side got the chance to speak.

The broader conflict between CEO Dell and Icahn adds more uncertainty to a company that once ruled the global personal computer market, but is now trying to move into the relatively unfamiliar field of enterprise computing services as mobile devices pummel sales of computers and laptops.

Dell marks the latest board skirmish for the 77-year-old New York investor, who specializes in buying stakes in companies in flux and agitating for change. He has recently had run-ins with management at Biogen and Transocean Ltd.

He holds 8.9 percent of Dell Inc, making him the second-largest shareholder behind Michael Dell, with about 16 percent.

Dell argues its special committee has done everything it can to safeguard shareholders' interests, and has said the decision to hold the annual general meeting on October 17 means it will take place swiftly after the special vote.   Continued...

 
Investor Carl Icahn speaks at the Wall Street Journal Deals & Deal Makers conference at the New York Stock Exchange in this June 27, 2007 file photograph.REUTERS/Chip East/Files