|By Maureen O'Gara||
|March 12, 2013 08:00 AM EDT||
Activist investor Carl Icahn, who was found last week to have accumulated 6% of Dell and is threatening to upset Michael Dell's plans to take the company private, has signed a confidentiality pact with the company that will let him look at its books.
The Blackstone Group has a similar deal.
A special committee of Dell's board has two weeks left to "go shop" and see if it can top the $24.4 billion deal Michael and Silver Lake Partners have put on the table. The committee said last week that it would welcome Icahn into the process.
At $14.35 Monday Dell shares continued to trade above the $13.65 offer price.
According to the Wall Street Journal Icahn toyed with making an offer for the company at $15 a share but his negotiations with the board didn't result in a bid.
Icahn said last week that he wanted a special $9 dividend, which would involve taking on debt. Either the board accepts that plan or let shareholders vote on whether to replace the board with his slate of directors who would. His proposal was accompanied by the threat of "years of litigation" if the board didn't do what he wanted.
The Journal says the uncertainly surrounding Dell's fate has spooked customers, resellers and employees as well as shareholders.
It said Dell's relative silence on the issue has done nothing to reassure customers. The company claims it has been contacting customers and telling them nothing would change with the LBO. Last Friday, however, the day after Icahn's counter-proposal was made public, Dell sent employees a letter, disclosed in an SEC filing, saying, "We understand you may have many questions and recognize this potential transaction could create uncertainty."
There was little meat on the bone, but it did say employees were expected to have the same jobs and same customers after a buyout.
That said it still expected "speculation, conjecture and uncertainty" to continue "as the process moves forward."