24/7 Wall St.

Activist investor Carl Icahn filed suit yesterday to prevent the special committee of the board of directors at Dell Inc. (NASDAQ: DELL) from changing the record date for voting purposes on the offer from the company’s founder, Michael Dell, and Silver Lake Partners. Earlier today the special committee announced a deal with Dell-Silver Lake that includes changing the record date from February 5 to August 13.

A special shareholders’ meeting will be held September 12 where the latest offer from Dell-Silver Lake will be considered and the company’s annual meeting has been schedule for the following month.

Icahn does not like any of this. Here’s part of his reply as reported at The Wall Street Journal:

Through its actions today, the Special Committee has finally acknowledged publicly what we have been saying all along – that Michael Dell’s offer substantially undervalues the company. Obviously Mr. Dell’s previous characterization of his offer as “best and final” was neither. However, we are not satisfied – we believe that an increase of a mere 13 cents is an insult to shareholders. And promising shareholders an additional 8-cent dividend that we were already entitled to, and pretending that it is some sort of gift, is a further slap in the face. We also continue to believe that the Special Committee is improperly putting its thumb on the scales in favor of Mr. Dell’s offer by changing the voting rules midstream and by refusing to hold the Special Meeting and the Annual Meeting on the same date and time – the only mechanism that would give shareholders a true choice. As such, we will continue to vigorously pursue our lawsuit in the Delaware Court of Chancery.

Dell’s shares are trading up 5.4% at $13.65 in a 52-week range of $8.69 to $14.64.