Dell announced on Monday that it would offer a new class of publicly listed common stock following the completion of a proposed exchange of Dell Technologies Class V tracking stock for a new Class C stock.
As per the announcement, “Class V stockholders will have the option to elect $109 in cash considerations per Class V share, up to $9 billion in aggregate, which represents a 29% premium to the Class V share price immediately prior to announcement.”
A Rather Complicated Arrangement
In 2016, while still private, Dell acquired EMC Corporation and its software unit, VMWare (VMW - Free Report) for $67 billion. EMC was a data storage company operating in software and security. At the time, this was a move to bolster Dell’s presence in cloud computing, information security, and other data-based services.
When Dell made the acquisition, it also acquired EMC’s 82% controlling stake in VMWare, a cloud computing firm. As Fortune explains, Dell paid EMC shareholders partially in cash as well as with a tracking stock that represented its controlling stake in the firm. This Class “V” tracking stock would then trade under the ticker “DVMT,” while the remaining 18% ownership of VMWare continued to trade under the ticker “VMW.”
Monday’s deal would see Dell buy out owners of “DVMT” with cash as well as a newly-issued Class “C” stock in Dell itself. This new Dell stock would then trade on the New York Stock Exchange, making Dell a public company once more.
According to Dell, owners of the tracking stock will own between 21 to 31% of the company.
A Shifting Tide
When Dell decided to go private in 2013, it did so in the wake of a 31% decrease in stock price over the five years prior. At the time, consumer trends largely shifted towards mobile devices including smartphones and tablets. Competition from Asia as well as big firms like Apple (AAPL - Free Report) continued to eat away at Dell’s market share, ultimately leading to the decision to go private.
Since then, business has begun to take a turn for the better. According to the firm’s announcement, “Dell technologies is experiencing strong positive momentum across its businesses after a period of strong revenue growth, cash flow, and accelerated debt pay-down.”
In its Q1 FY19 earnings report, Dell saw revenue of $21.4 billion, representing a 19% year-over-year increase. While this represented a net loss of $538 million, this still represents a 55% improvement over the $1.2 billion loss of the year prior. The firm also announced double-digit growth in its commercial client, servers, storage, and VMWare segments.
The move to go public again signals confidence within Dell that the worst is over. While the deal is still awaiting approval from Class V shareholders, it could make for an interesting play moving forward. For now, investors can continue to monitor the situation for any further developments.
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