In re Dell Technologies Inc. Class V Stockholders Litigation

Labaton Keller Sucharow was co-lead counsel in a class action against Dell Technologies Inc. (Dell) stemming from a $14 billion share exchange transaction that closed in December 2018.  The action alleged that Dell’s controlling stakeholders—Michael Dell and Silver Lake Group—breached their fiduciary duties and expropriated billions of dollars in value from Dell’s Class V Stockholders.

In 2019, Plaintiffs filed two complaints alleging that the transaction resulted from various fiduciary duty violations by a conflicted Dell Board.  Defendants moved to dismiss the second complaint, and the Parties completed briefing on the motion in December 2019.  The Court heard oral argument on the motion on March 13, 2020, and ultimately issued an opinion denying Defendants’ motion to dismiss on June 12, 2020.

Plaintiffs filed a fourth amended consolidated complaint on August 10, 2021, which added Goldman Sachs (Goldman) as a defendant.  The Fourth Amended Complaint accused Goldman of aiding and abetting Dell’s Controllers and the Special Committee’s breaches of fiduciary duty.  Goldman moved to dismiss on September 15, 2021.  However, Goldman withdrew their motion on April 12, 2022.  After fact and expert discovery were concluded, the Court scheduled a trial for early December 2022.

Three weeks before trial, the Parties announced they had reached a settlement—with Dell agreeing to pay a record-breaking $1 billion cash settlement in lieu of trial.

A hearing on the proposed settlement was held on April 19, 2023, in front of Vice Chancellor J. Travis Laster, and on April 25, 2023, Vice Chancellor Laster issued his approval.  The settlement amount represents the largest recovery for a shareholder class in Delaware’s history.

The case is In re Dell Technologies Inc. Class V Stockholders Litigation, Consol. C.A. No. 2018-0816-JTL (Del. Ch.).  Labaton Keller Sucharow represents Lead Plaintiff Steamfitters Local 449 Pension Plan.  The Defendants are Michael Dell, Egon Durban, Simon Patterson, Silver Lake Group LLC, Silver Lake Partners III, L.P., Silver Lake Technology Investors III, L.P., Silver Lake Partners IV, L.P., Silver Lake Technology Investors IV, L.P., SLP Denali Co-Invest, L.P., David Dorman, William Green, and Goldman Sachs & Co. LLC, and Dell Technologies Inc.