Broadcom buying VMware for $61B

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Broadcom buying VMware for $61B
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Broadcom shareholders will own approximately 88% of the combined company on a fully diluted basis, while VMware shareholders will own approximately 12%.

Under the terms of the agreement, which has been unanimously approved by both companies' boards of directors, VMware shareholders can choose to receive either $142.50 in cash or 0.2520 shares of Broadcom common stock for each VMware share. Each shareholder's election will be subject to proration, resulting in approximately 50% of VMware's shares being exchanged for cash consideration and 50% being exchanged for Broadcom common stock.

"VMware has long been recognized for its enterprise software leadership, and through this transaction we will provide customers worldwide with the next generation of infrastructure software," Broadcom Software Group president Tom Krause said in a statement. "VMware's platform and Broadcom's infrastructure software solutions address different but important enterprise needs, and the combined company will be able to serve them more effectively and securely.

VMware chairman Michael Dell and private equity firm Silver Lake have signed support agreements to vote in favor of the transaction, so long as the VMware Board continues to recommend the proposed transaction with Broadcom. Dell owns 40.2% of the VMware's outstanding shares, while Silver Lake owns 10%.

"Together with Broadcom, VMware will be even better positioned to deliver valuable, innovative solutions to even more of the world's largest enterprises," Dell said in a statement. "This is a landmark moment for VMware and provides our shareholders and employees with the opportunity to participate in meaningful upside."

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