Michael Dell agrees to lower price for his shares

SAN FRANCISCO (MarketWatch) -- Dell Inc. Chief Executive Michael Dell agreed to roll over his shares at a lower price to facilitate a $24 billion deal to take the company private, according to a filing by the PC maker on Thursday.

Reuters Dell founder and CEO Michael Dell is taking a lower price for his own shares in the buyout deal he is sponsoring.

Dell Inc.�s DELL board also looked into other options for the company, including spinning off its personal computer business and making major acquisitions to beef up the tech giant�s competitive position, according to the filing.

Dell made the disclosures to the Securities and Exchange Commission as part of an effort to answer questions about the buyout proposal facing mounting opposition from major Dell shareholders. Dell shares on Thursday slipped a fraction to close at $13.71 � a small premium to the $13.65 offer price.

At least two more brokers downgraded Dell�s shares on Thursday morning, citing doubts that the final price on the deal will move much higher.

�We understand shareholder frustration with Dell�s offer, but given where other large-cap tech stocks are trading, a takeout multiple above 4.5x EV/Ebitda seems unlikely,� wrote Brian Alexander of Raymond James, who cut his rating on the shares to market perform, or neutral.

He added that, �based on our probability weighted returns analysis, we see limited upside at current levels and caution investors that if the deal falls through, material downside exists.�

In its filing, the company said that founder and CEO Michael Dell and investors affiliated with him agreed that their shares would be valued at $13.36 per share, as opposed to the $13.65 cash price offered to other shareholders.

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This was done �in order to facilitate a price increase by Silver Lake,� the private-equity firm involved in the buyout proposal, the filing read.

Dell�s board also considered several options aside from a proposed buyout deal, including spinning off the Round Rock, Tex.-based tech giant�s personal computer business or shedding its financial services unit, according to the filing.

Other options the Dell board considered included �seeking to accelerate the company�s strategic transformation through acquisitions; and seeking a sale to, or merger with, a strategic buyer.�

The buyout plan, in which a group of investors led by Michael Dell and Silver Lake would buy the company back for $13.65 a share, has been opposed by some of Dell�s largest investors, including Southeastern Asset Management and T. Rowe Price. Southeastern Asset Management, which has hired a proxy solicitation firm, is pushing for a price of $24 a share.