Dell just launched the largest take-over ever in the technology industry by offering $67 billion to take over storage specialist EMC. Under the agreement, EMC shareholders receive $24.05 per share in cash plus tracking stock linked to EMC's stake in VMware, which will remain an independent, publicly-traded company. This values the deal at approximately $33.15 per share, a 28 percent premium over EMC's closing price before rumors about the deal leaked last week.
The take-over plays into Dell's strategy of focusing more on enterprise solutions, including themes like digital transformation, software-defined data center, converged infrastructure, hybrid cloud, mobile and security.
Dell Inc. and EMC Corporation today announced they have signed a definitive agreement under which Dell, together with its owners, Michael S. Dell, founder, chairman and chief executive officer of Dell, MSD Partners and Silver Lake, the global leader in technology investing, will acquire EMC Corporation, while maintaining VMware as a publicly-traded company.
Under the terms of the agreement, EMC shareholders will receive $24.05 per share in cash in addition to tracking stock linked to a portion of EMC’s economic interest in the VMware business. Based on the estimated number of EMC shares outstanding at the close of the transaction, EMC shareholders are expected to receive approximately 0.111 shares of new tracking stock for each EMC share. Assuming, for illustrative purposes, a valuation for each share of tracking stock of $81.78, the intraday volume-weighted average price for VMware on Wednesday, October 7, 2015, EMC shareholders would receive a total combined consideration of $33.15 per EMC share and the total transaction would be valued at approximately $67 billion. The value of the tracking stock may vary from the market price of VMware given the different characteristics and rights of the two stocks.
The EMC Board of Directors approved the merger agreement and intends to recommend that stockholders of EMC approve the agreement.