Icahn Calls Michael Dell's 'Go-Shop' Moves Akin To Advertising House With Termites


Icahn also wrote that his own company has purchased about 72 million shares of Dell from Southeastern Asset Management.

Attached to Icahn's letter was a separate letter dated June 17 in which Icahn wrote that Dell has made it "effectively impossible" for its board to proceed with his planned recapitalization of Dell by defining the term "Superior Proposal" in such as way that no proposal other than the original one from Michael Dell and Silver Lake would be suitable.

He also proposed that Dell hold a combined 2013 Annual Meeting and a Special Meeting to vote on the merger rather than holding the Special Meeting on July 18 and the Annual Meeting afterward. He said that, by holding the two meetings separate, Dell does not give its shareholders the opportunity to vote between multiple proposals for privatizing or recapitalizing Dell, and that the shareholders "may thereby be coerced to vote for the Michael Dell/Silver Lake deal."

Dell declined to respond to Icahn's letters other than to provide a canned statement that read, "As the board's special committee continues to oversee its process, we remain focused on our customers and on providing innovative products and solutions to help them succeed and better compete."

PUBLISHED JUNE 18, 2013