Judge: Dell underpriced shares during 2013 buyout

A Delaware judge rules Michael Dell and partners underpaid by 22 percent in 2013 buyout.

A  Delaware judge ruled on Tuesday that Michael Dell and Silver Lake Partners underpaid by 22 percent when they took Dell Inc. private three years ago.

The judge ruled that the $24.9 billion buyout of Round Rock-based Dell Inc. was underpriced by about 22 percent. This means that the company could have to pay millions to investors who opposed the buyout.

When the deal closed in October 2013, shareholders were paid $13.75 per share.

But Vice Chancellor J. Travis Laster, who is a judge in a Delaware corporate court known as a "Court of Chancery," ruled that a more accurate value was $17.62 per share.

This ruling, which can be appealed, is part of a shareholder's lawsuit that sought the appraisal of nearly 40 million shares. It was the judge's role to determine a fair value.

According to Reuters, only 5.2 million shares are eligible to receive money through this new appraisal of Dell's value.  They are essentially able to receive interest that began accruing after the deal closed.

The largest shareholder is Magnetar Capital, which has rights to about 3.8 million shares and could collect about $15 million, plus interest, according to the Wall Street Journal.

At the time the deal was struck in 2013, Dell Inc. and Silver Lake said the company was facing serious challenges in the PC market and urged investors to approve it.

It wasn't exactly an easy sell. Activist investor Carl Icahn had waged a months-long campaign against the buyout, criticizing the board and Michael Dell. But after Silver Lake  and Dell Inc. sweetened the offer and changed the voting rules to ease the approval process, he dropped his opposition.

Several shareholders later sued, which is fairly customary in any large buyout deal. The shareholders argued that Dell was on the cusp of a turnaround, the Journal reported, and was worth more.

This story contains information from wire services.