SAN DIEGO, June 17, 2013 /PRNewswire/ -- Shareholder rights attorneys at Robbins Arroyo LLP announce that the firm commenced a class action lawsuit on May 30, 2013, in the U.S. District Court, Southern District of Texas, Houston Division, on behalf of the shareholders of Dell Inc. ("Dell") (NASDAQ: DELL) against Dell and its board of directors for, among other things, violations of sections 14(a) and 20(a) of the Securities and Exchange Act of 1934 (the "Exchange Act") in connection with the proposed acquisition of Dell by its Founder, Chairman, and Chief Executive Officer, Michael Dell in partnership with Silver Lake Partners, L.P. (" Silver Lake" and collectively with Michael Dell, the "Acquirers").
The complaint arises out of a February 5, 2013 press release announcing that Dell had entered into a definitive merger agreement with the Acquirers, pursuant to which Dell shareholders would receive $13.65 in cash for each share of Dell they own (the "Proposed Transaction"). The complaint seeks injunctive relief on behalf of the named plaintiff and all other similarly situated shareholders of Dell as of February 5, 2013 (the "Class"). The named plaintiff is represented by Robbins Arroyo LLP.
The named plaintiff alleges that certain of the defendants, in connection with the Proposed Transaction, breached or aided and abetted the other defendants' breaches of their fiduciary duties of loyalty and due care owed to Dell shareholders. The complaint further alleges that, in an attempt to secure shareholder approval of the Proposed Transaction, the defendants filed a materially false and misleading Registration Statement on Form S-4 with the U.S. Securities and Exchange Commission in violation of the Exchange Act and their state law fiduciary duties of candor and full disclosure. The omitted and/or misrepresented information is believed to be material to Dell shareholders' ability to make an informed decision whether to approve the Proposed Transaction.
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