Icahn, Dell enter confidentiality pact

The activist investor, who doesn't like Dell's plan to go private, now can review the PC maker's confidential information.

Dell Round Rock HQ
Dell's headquarters in Round Rock, Texas. Dell

Carl Icahn's quest for greater influence over PC maker Dell has moved into a new phase.

Icahn Enterprises this morning announced that, as of yesterday, it has entered into a confidentiality agreement with Dell. The only other element in the press release bearing the news was this terse and deadpan sentence: "Icahn Enterprises looks forward to commencing its review of Dell's confidential information."

In recent days, activist investor Icahn has been critical of Dell for its plan to transform itself from a publicly traded company into a privately held one. Under that proposed $24.4 billion transaction, announced in February , company founder and CEO Michael Dell and investment firm Silver Lake Partners are offering $13.65 per share, and Microsoft would participate with a $2 billion loan.

In an SEC filing last month, Dell said its board had "concluded that the proposed all-cash transaction is in the best interests of stockholders."

Icahn sees things differently. He has criticized the proposal as undervaluing the once-high-flying PC maker and has said that rather than private, Dell should issue a special dividend of $9 per share.

The confidentiality agreement that now exists between Icahn Enterprises and Dell means that the activist investor can get a closer look at Dell's financial records and deal directly with the company's board.

In early trading this morning, Dell's shares were up just under 1 percent to about $14.28.

About the author

Jonathan Skillings is managing editor of CNET News, based in the Boston bureau. He's been with CNET since 2000, after a decade in tech journalism at the IDG News Service, PC Week, and an AS/400 magazine. He's also been a soldier and a schoolteacher, and will always be a die-hard fan of jazz, the brassier the better.


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