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The Shareholder Forumtm

special project of the public interest program for

Fair Investor Access

Supporting investor interests in

appraisal rights for intrinsic value realization

in the buyout of

Dell Inc.

For related issues, see programs for

Appraisal Rights Investments

Fair Investor Access

Project Status

Forum participants were encouraged to consider appraisal rights in June 2013 as a means of realizing the same long term intrinsic value that the company's founder and private equity partner sought in an opportunistic market-priced buyout, and legal research of court valuation standards was commissioned to support the required investment decisions.

The buyout transaction became effective on October 28, 2013 at an offer price of $13.75 per share, and the appraisal case was initiated on October 29, 2013, by the Forum's representative petitioner, Cavan Partners, LP. The Delaware Chancery Court issued its decision on May 31, 2016, establishing the intrinsic fair value of Dell shares at the effective date as $17.62 per share, approximately 28.1% more than the offer price, with definitive legal explanations confirming the foundations of Shareholder Forum support for appraisal rights.

Each of the Dell shareholders who chose to rely upon the Forum's support satisfied the procedural requirements to be eligible for payment of the $17.62 fair value, plus interest on that amount compounding since the effective date at 5% above the Federal Reserve discount rate.

Note: On December 14, 2017, the Delaware Supreme Court reversed and remanded the decision above, encouraging reliance upon market pricing of the transaction as a determination of "fair value." The Forum accordingly reported that it would resume support of marketplace processes instead of judicial appraisal for the realization of intrinsic value in opportunistically priced but carefully negotiated buyouts.


Forum distribution:

Dell reports progress of plans after buying out public shareholders


For video records of statements by Michael Dell and other company executives similar to those reported in the article below and seen in its associated videos, see


Source: CNBC, December 12, 2013 article and video interviews


Dell reveals growth following privatization

Published: Thursday, 12 Dec 2013 | 8:57 AM ET

By: | News Associate


Dell CEO: Strong growth sparked by going private
Thursday, 12 Dec 2013 | 8:04 AM ET

Dell Chairman & CEO Michael Dell says the company has been growing since it became a private company several months ago, with a lot of help from tablet sales.

Since Dell went private about a month and a half ago, the company has seen swift growth and a surge in tablet sales, according to Michael Dell, the company's founder, chairman and CEO.

"We're growing since the privatization. We've been growing at double-digit rates," Dell said. "We had fantastic demand in our consumer business. Black Friday sell-through week was up 30 percent year over year."

The company's investing with a long-term focus in areas where they see potential for growth, including emerging markets and its solutions and services capability, Dell told CNBC's "Squawk Box."

Dell singled out tablets as one growth spot for the tech company.

Dell CEO: PCs are 'still very essential'

Michael Dell, Dell chairman & CEO, explains why he thinks the market for laptop and desktop computers remains strong. The demand for PCs is up double-digit, Dell says.


"Our tablet business doubled from the first quarter to the second, doubled again from the second to the third. This quarter, it appears to be tripling so we're just having enormous growth in tablets."

The company also announced a new $300 million venture fund that Dell said would accelerate invention outside of the company.

"We'll work with these companies to incubate them, give them resources and help them grow to be part of the ecosystem we're all a part of," he added.

—By CNBC's Katie Little.

Thu 12 Dec 13 | 08:07 AM ET 

Dell CEO: PCs are 'still very essential'

Thu 12 Dec 13 | 08:07 AM ET

The following transcript has not been checked for accuracy.

you know, this is a market in industry space with 500 million units sold per year. while there's been some elongation of the replacement cycle, these devices are still very essential to how you do business. i think you're using them every single day in your lives and there are all kinds of new interesting things occurring. of course, you have these two in ones and convertibles, we're introducing a new 4k/2k display. think about this, you take a picture on your smartphone and it has 8 million pixels or perhaps more. well, the display you have on your desk probably can only show you 1 million or perhaps 2 million pixels. you're only seeing maybe a quarter of what the image from your smartphone is. we're seeing the resolution is the new gigahertz. tremendous demand for high-resolution displays. in not only desk top environments, mobile environments. we have the highest resolution, workstation, you know, mobile workstation out there. and interestingly enough, our demand for pcs is up double digits. i think there's some industry consolidation going on. clearly dell is gaining share. we gained share for the first three quarters and i'm quite convinced we'll be getting share. back to becky's question. so five years from now, i'm trying to figure out what i'm going to be buying. and i can't see -- it's -- like i hate those ipad key boards. the spaces never work, there's always a v where the space is supposed to be. why? i'm going to need a keyboard still and i'm going to need a screen still. i don't know how that advances. it's not going to give me a back rub or anything, right? or something -- it seems like we're stuck with that. that's what it's going to be unless i'm buying a drone or something to take the cleaners. it's still going to be a keyboard and a screen, isn't it? yeah, we're working on the whole telepathy thing where you imagine things and it happens. but until we get there, displays are important, visualize information very quickly with a display. and, of course, people are very used to keyboards. there's lots of new foreign factors. i don't think you'll see one device that kind of wins everything. you're actually seeing a proliferation of many different kinds of devices. and we see user preferences sort of run the gamut. and we're giving our customers choice from, you know, mobile devices, tablets of all shapes and sizes. and there is still a professional workstation market. you know, if you're doing complex engineering and design and, you know, you're doing digital content creation, you want a vivid display. these are amazing when you see them. if you sit down in front of this for about five minutes and compare it to what you're using today, guarantee you, you'll never want t back to what you had before. and we're going to make these affordable. we're going to do what dell does best and drive these into the mainstream just like we're doing in the data center and software services.



This project was conducted as part of the Shareholder Forum's public interest  program for "Fair Investor Access," which is open free of charge to anyone concerned with investor interests in the development of marketplace standards for expanded access to information for securities valuation and shareholder voting decisions. As stated in the posted Conditions of Participation, the Forum's purpose is to provide decision-makers with access to information and a free exchange of views on the issues presented in the program's Forum Summary. Each participant is expected to make independent use of information obtained through the Forum, subject to the privacy rights of other participants.  It is a Forum rule that participants will not be identified or quoted without their explicit permission.

The management of Dell Inc. declined the Forum's invitation to provide leadership of this project, but was encouraged to collaborate in its progress to assure cost-efficient, timely delivery of information relevant to investor decisions. As the project evolved, those information requirements were ultimately satisfied in the context of an appraisal proceeding.

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