Friday, personal computer maker Dell Inc. (DELL), said its wholly owned subsidiary has commenced tender offer for all outstanding shares of IT-service provider Perot Systems Corp.(PER), for $30 per share in cash, as the next step in acquiring the company. Based on current estimates, the deal is expected to add to Dell's GAAP earnings in its fiscal 2012.
On September 21, Dell announced that it was acquiring Plano, Texas- based Perot Systems for about $3.9 billion, or $30 per share in cash, to better position it for its own immediate and long-term growth and efficiency. The deal will help Dell expand beyond its PC business and is seen as a response to HP's acquisition of Electronic Data Systems earlier this year.
The deal will also help Dell to provide a broader range of IT services and solutions and optimize how they are delivered. It would extend the reach of Perot Systems' capabilities around the world, while leading to supply of Dell computer systems to even more Perot customers. The transaction is not subject to a financing condition and is expected to close in Dell's November-January fiscal quarter.
Over the past four quarters, Dell and Perot Systems had a combined $16 billion in enterprise-hardware and IT-services revenue, with about $8 billion coming from enhanced services and support.
Dell's tender offer for all outstanding Perot Class A common shares expires at midnight, New York City time, on Monday, Nov. 2, 2009. Following acceptance for payment of shares of Perot common stock in the tender offer and completion of the merger, Perot will become Round Rock, Texas-based Dell's services unit. It will be led from Plano by Peter Altabef, the current Chief Executive Officer of Perot. Dell directors are expected to consider Ross Perot Jr., Perot Systems' Chairman of the board, for appointment to the Dell board. The boards of directors of both companies unanimously approved the terms of the agreement.
The tender offer is subject to conditions set forth in the Offer to Purchase, including a minimum share-tender condition, the expiration or termination of the Hart-Scott-Rodino waiting period, and the obtainment of applicable approvals under the antitrust, competition or merger control laws of other countries, and other customary conditions, as described in the merger agreement.
Among other recent deals in the technology sector, Enterprise software maker Oracle Corp. (ORCL) is in the process of acquiring Sun Microsystems Inc. (JAVA) for $9.50 per share in cash with a total value of about $7.4 billion. The deal has received the approval from the U.S. Department of Justice, but the European Commission has opened an in-depth investigation under the EU Merger Regulation into the planned acquisition due to concerns regarding competition.
Adobe Systems Inc. (ADBE) on September 24, had announced that its wholly owned subsidiary, Snowbird Acquisition Corp., has commenced its tender offer for all outstanding shares of common stock of Omniture, Inc. (OMTR) at a price of $21.50 per share, net to the seller in cash, without interest, in a transaction valued at about $1.8 billion on a fully diluted equity-value basis.
DELL is currently trading at $15.22, up $0.08 or 0.53%, on a volume of 11.44 million shares on the Nasdaq. In the past 52 weeks, DELL has trended in a broad range of $7.84 - $17.26, with a three-month average volume of 30.17 million shares.
PER is currently trading at $29.78, up $0.06 or 0.21%, on a volume of 2.20 million shares on the NYSE. PER has trended in the 52-week period within $10.58- $29.94, with a 3-month average volume of 2.87 million shares.
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