T. Rowe Price and the Dell Inc. MBO (A)
T. Rowe Price's mutual funds, separate accounts, institutional investors and retirement accounts were in the aggregate Dell Inc.'s third largest shareholder in 2013 when Dell announced a management-led buy-out, or MBO, structured as a merger. In considering whether to vote for or oppose the transaction, Brian C. Rogers, chairman and chief investment officer at T. Rowe, and his team had to consider whether the price offered represented the fair value of Dell. In addition, if Rogers concluded the merger price did not represent fair value, should T. Rowe simply sell its shares, or was it is the best interests of T. Rowe's fund and other investors to oppose the deal risking its possible collapse? And if T. Rowe opposed the transaction but it was nevertheless approved, should T. Rowe pursue appraisal of its shares in the Delaware courts?