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T Rowe, Magnetar, shareholders rejects Dell buyout, seeks higher offer via court

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November 28
9:11 AM 2013

More than 100 other Dell Inc. shareholders, including T. Rowe Price Group Inc and Magnetar Capital LLC, rejected the company's buyout offer with disdain and went through the Delaware court system in order to seek a possible higher offer. The consortium of the Dell shareholders control an aggregate 47.5 million shares of the company's stock in around 200 accounts and represented a 2.7% interest in the company at the time of the buyout. Aside from T Rowe and Magnetar, the other shareholders that were indicated in a November 25 legal filing by Dell were the New York State Common Retirement Fund; and New York-based Loeb King Capital Management.

T Rowe planned to pursue rights for an appraisal on around 30 million shares that are held in client accounts and mutual funds managed by the company, according to the legal filing. Bloomberg said in its report that shareholders who had given their notice regarding their demand for an appraisal will have 60 days from the buyout completion to instead accept the bid. When Bloomberg contacted a T Rowe spokesman named Brian Lewbart, Lewbart refused to comment whether his company will be following-through with the appraisal process. The news agency noted that an appraisal process could take a lot of time and can be expensive.

Under the law of the state of Delaware, shareholders who think that the buyout offer undervalued their holdings could petition the chancery court to uphold the value of their ownership stakes. In order to exercise their appraisal right, shareholders should notify the company that they have invoked their right for an appraisal prior to voting on the buyout, and should refrain from casting their ballots to approve the buyout.

Dell spokesman David Frink told Bloomberg over the phone, "We are aware of the list of those who plan to exercise appraisal rights and will work within the process (followed by the Delaware courts)."

On October 30, Founder Michael Dell and private-equity firm Silver Lake Management LLC have finalized their buyout of Dell for USD24.9 billion.

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