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Dell Technologies back to public trading with tracking stock buyout

The world's biggest tech company Dell Technologies on Monday decided to trade in the public market again, by exchanging the outstanding Class V tracking stock which was issued at the time of the Dell and EMC merger, for Dell Technologies common stock.

The Class V stockholders will have the option to elect $109 in cash consideration per Class V share, up to $9 billion in aggregate, which represents a 29 per cent premium to the Class V closing share price, the company said in a statement.

The shares are worth about $17 billion, which is the value of Cloud major VMware in which Dell has a controlling stake. 

"Tracking stock shareholders will have the option to exchange their shares or cash out at a 29 per cent premium to the tracking stock closing price. Contingent on the exchange transaction, VMware will offer a cash dividend to all stockholders, including Dell Technologies," Chairman and CEO Michael Dell said in a seperate statement.

As part of the deal, VMware's board of directors has voted to declare an $11 billion cash dividend pro rata to all VMware stockholders. 

Dell Technologies' share of such dividend will be approximately $9 billion. 

VMware maintains its independence as a separate publicly traded company while Dell Technologies will continue to own 81 per cent of VMware common stock.

The offer of $109 in cash consideration per share represents a 29 per cent premium to the Class V share closing price and gives holders of Class C common stock the opportunity to participate in Dell Technologies' future value creation. 

"I am proud to lead this great company into its next chapter as we continue to evolve and grow to the benefit of our customers, partners, investors and team members.

"I remain deeply committed to this company and working with our world-class team to build the long-term value of Dell Technologies and its businesses," noted Dell, who currently owns 72 per cent of Dell Technologies common shares.

Dell Technologies is experiencing strong positive momentum across its businesses after a period of strong revenue growth, earnings, cash flow and accelerated debt pay-down. 

In the most recent quarter, the company generated revenue of $21.4 billion, a 19 per cent increase year-over-year and net loss decreased 55 per cent to $0.5 billion.

Dell Technologies has paid down $13 billion of gross debt since its merger with EMC in September 2016. The company bought EMC for $67 billion in the biggest tech deal ever.

"VMware has thrived as part of the Dell Technologies family and has seen tremendous traction and strategic relevance with all customers, resulting in significant revenue growth and financial performance," said Dell. 

"After the transaction concludes, I am looking forward to VMware's continued independent status, strategy and capital allocation policy for organic investment, M&A and shareholder returns," he added.

VMware generated approximately $400 million in growth synergies in the financial year 2018 related to its affiliation with Dell Technologies.

The Cloud company is on track to achieve $700 million faster than initially expected in the financial year 2019, the statement said.
 

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