VMware votes to approve Broadcom takeover

VMware shareholders voted to approve the pending merger with Broadcom.

Stockholders decided the merger’s fate and the compensation that Broadcom has arranged for VMware executives. It was pretty much a rubber stamp type meeting with the majority shareholder Michael Dell already pledging his 40-per cent ownership stake to voting in favour.

In all, 352.6 million shares were cast in favour of being acquired by Broadcom — 99.61 percent of the total vote — while 681,000 shares were cast in opposition and 687,000 shares were listed as having abstained.

VMware said there are 424.4 million shares of the company’s common stock that were eligible to cast votes. Of those, 353.9 million voted.

What seems to have got shareholders cross was the compensation for VMware executives, particularly the $169.4 million golden parachute that Broadcom had arranged for VMware’s top five executives, once the deal closes.

The owners of more than 4.2 million shares opposed the pay — or 1.2 percent of the total votes cast — while 348.2 million shares voted to approve the golden parachute.

Broadcom CEO Hock Tan told shareholders: “VMware’s collaborations across the ecosystem, combined with Broadcom’s exciting technologies, innovative partnership models and deep relationships, will enable partners to better capitalise on new business opportunities and create differentiated solutions that they can replicate with other customers.”

The deal still faces regulatory hurdles in the US and Europe which do not appear to be straightforward.

In the US the Federal Trade Commission has spent nearly four months on a “second request” review of the deal which could saddle Broadcom with conditions it wants to see met in order to approve the merger. The FTC might also approve the deal as it, or sue in federal court to block it entirely.

The European Commission, which previously saddled Broadcom with a seven year settlement that allows regulators to inspect the company’s books for evidence of illegal activity, has not made public statements about the deal.