4 ms·
I own DVMT and have been an investor in the stock since the EMC transaction. Whilst in part this deal is designed to help Dell go public and let some investors
by Blackstone4 8y ago
I own DVMT and have been an investor in the stock since the EMC transaction.
Whilst in part this deal is designed to help Dell go public and let some investors (Silver Lake & co.) eventually "exit" or sell their positions in a few years, one of the main reasons why they are doing this is to generate a profit from the VMWare tracking stock (DVMT).
Michael Dell and Silver Lake have had their eye on DVMT for a while. When they acquired EMC, they didn't have enough cash to buy the whole entity (which owned ~80% of VMWare). So they issued some tracking stock which has since traded at a discount of 35%-40% to VMWare stock. Their intention was always to make money from this discount since they own the VMWare stock. The idea would be to buy up as much DVMT as they can.
They've already been doing share buybacks of the DVMT stock with cash from VMWare (about ~$500m at a time but not sure). Spending $500m to buy back shares trading at a 40% discount can turn $500m into $833m.
They are doing the same here by offering a valuation of $109 a share for the DVMT stock. On a $21bn market cap at a 27% discount to VMWare, they will generate ~$8bn in profit.
DVMT investors will have the option to rollover into the new Dell entity (where they can share in ~$8bn profit) or they can tender their shares for $109 each. Dell has decided to limit the tender to $9bn (on $21bn in shares). So if everyone tenders, I imagine they will pro rata the payout to ~40% of shares tendered and the rest of investor shares will roll into Dell inc.
Whether rolling into Dell inc. is an attractive option is another question. Dell has effectively set their share price (i.e. not the market) for the merger to take place. Dell will benefit as it will have more equity thereby lowering the ratio of equity to debt. DYOR.