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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 success of strategies for growth after buyout


Source: CRN, May 8, 2014 article

Michael Dell: Our Partner Business Grew 95 Percent Last Quarter

by Rob Wright on May 8, 2014, 4:16 pm EDT

Michael Dell said the decision to become a private company is already paying off for both Dell and its partners.

Speaking at the inaugural Ingram Micro One event in New Orleans Thursday, Dell's CEO said the first quarter of 2014 was a hugely successful one for the company. Specifically, Michael Dell said the company experienced higher growth in the quarter than any of the previous five quarters. In addition, Dell's channel business saw a nearly 100 percent increase during the period.

"Since we're not a public company I can say stuff like this -- our business together grew 95 percent last quarter," Michael Dell told the audience. "Thank you, partners. We appreciate that."

Michael Dell said the company currently has 146,000 partners, but even with that number, he said there's still a tremendous amount of growth potential for Dell's Partner Direct program, which only accounts for about one-third of Dell's total business.

"Our channel program has evolved in a tremendous way. The momentum and growth is unparalleled," he said. "But it's only a third of our commercial business. And we think it can go to half, two-thirds, three-quarters. There's tons of upside."

One of the keys to that growth, Dell said, was taking the "best parts" of the channel programs of the companies that Dell has acquired in recent years, such as SonicWall and Quest Software. He also said those acquisitions have enabled Dell to bring more converged infrastructure solutions to market.

"You're now starting to see us integrate those [parts] together into new kinds of solutions," Dell said. As for the company's channel business growth this quarter, Dell said neither he nor his company is resting on their laurels. "We have a saying for 95 percent growth at Dell," he said. "It's called 'pleased but never satisfied.'"

Michael Goldstein, president and CEO of LAN Infotech, a Dell partner based in Ft. Lauderdale, Fla., said Michael Dell's presence at the IMOne conference showed the company is serious about increasing its indirect sales business. He also said he's seen his Dell business continue to grow since Dell became a private company.

"To see him speaking here shows a real commitment to the channel," Goldstein said. "The 95 percent channel growth number was really impressive. Dell's been working very hard in the channel, both the Dell Direct team, my channel representatives, and the Ingram Micro folks, and that's been paying off for us."


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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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