Icahn Says He Has Secured Financing for Alternative to Dell’s Buyout

Carl C. Icahn says that he has obtained lender commitments for his proposal, which is being arranged by Jefferies. Chip East/ReutersCarl C. Icahn says that he has obtained lender commitments for his proposal, which is being arranged by Jefferies.

3:26 p.m. | Updated

The billionaire Carl C. Icahn pressed his attack on Dell Inc.‘s $24.4 billion proposed leveraged buyout on Monday, announcing that he had secured the $5.2 billion in debt financing necessary for his alternative plan.

In an open letter to Dell shareholders and a special committee of the computer maker’s board, Mr. Icahn wrote that he had obtained lender commitments for the money, which is being arranged by Jefferies. Letters affirming the loan package are scheduled to be disclosed later on Monday.

The announcement is meant to shore up Mr. Icahn’s credibility as he calls on shareholders to reject the sale to Michael S. Dell and the investment firm Silver Lake in a deal that would pay shareholders $13.65 each. He has instead called on Dell to buy back 1.1 billion shares at $14 each. Neither the billionaire nor his ally, the asset manager Southeastern Asset Management, intend to tender their shares, effectively giving them control of about 72 percent of the company.

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The Dell special committee has questioned Mr. Icahn’s proposal on multiple fronts, one of which was whether he could obtain the financing. In his letter on Monday, the activist investor declared that he had removed that issue from the table.

Mr. Icahn also used the letter to continue criticizing the special committee for what he contended was a “freeze-out” of alternatives to the leveraged buyout. (This argument neglects the fact that the special committee had found an earlier proposal by Mr. Icahn, in which he would have bought 58 percent of the company outright for $15 a share, likely to lead to a superior proposal.)

“We believe that it would be a sad outcome for stockholders and would, to say the least, reflect terribly on all who are involved in this process if, after purchasing shares at what we perceive to be a substantially undervalued price of $13.65 a share, Michael Dell and Silver Lake earned substantial returns on their investment while other stockholders are forced to sell,” he wrote.

But financing was just one issue that the Dell special committee had regarding his latest offer. Another, outlined in the board group’s own presentation to investors, was that Mr. Icahn’s plan ignored some near-term debt maturities and other cash needs that lowered the amount of money available for a buyback.

It has also expressed concern that leaving some of Dell publicly traded would lead to sharp swings in volatility that would hurt customers and employees as it tries to continue moving away from making personal computers toward providing corporate software and services.

The special committee said in a statement that it will review the new information from Mr. Icahn and remains committed to finding the best outcome for Dell shareholders.

Shares in Dell were roughly flat after the publication of Mr. Icahn’s letter, trading at $13.33 by early afternoon on Monday.