The whole Dell related ownership structure is just ... odd.
Under the terms of the transaction, Pivotal's Class A common
stockholders will receive $15.00 per share cash for each
share held, and Pivotal's Class B common stockholder, Dell
Technologies, will receive approximately 7.2 million shares
of VMware Class B common stock, at an exchange ratio of
0.0550 shares of VMware Class B common stock for each share
of Pivotal Class B common stock. This transaction, in
aggregate, results in an expected net cash payout for VMware
of $0.8 billion. The impact of equity issued to Dell
Technologies would increase its ownership stake in VMware by
approximately 0.34 percentage points to 81.09% based on the
shares currently outstanding. VMware currently holds 15
percent of fully-diluted outstanding shares of Pivotal. The
transaction is expected to be funded through cash on the
balance sheet, accessing short-term borrowing capacity, and
approximately 7.2 million shares of VMware Class B common
stock to Dell.
