On February 14, 2019, Andrews & Springer LLC filed a stockholder class action against the board of directors of Dell Technologies, Inc. (the “Company” or “Dell”), and Dell’s controlling stockholders – billionaire Michael Dell and private equity firm Silver Lake Group, LLC (“Silver Lake”) – in connection with Michael Dell’s conflicted and self-serving buyout of Dell’s Class V shares as announced on November 15, 2018 (the “Transaction”). Through the Transaction, Michael Dell and Silver Lake funneled billions of dollars in value from Dell’s Class V stockholders in flagrant disregard of their fiduciary duties. As a result of the Transaction, Dell’s Class V stockholders were bought out in exchange for a combination of cash and Dell Class C stock purportedly valued at a total of $120 per share (the “Transaction”). The purported $120 per share consideration, however, was derived from (i) then-non-public Class C shares tied to an inflated overstatement of Dell’s core equity value as a whole and (ii) limited cash (subject to proration depending on stockholder election).
Please click here for a copy of the Public Version of the Complaint.