Sterne Agee's Shaw Wu questioned whether "shareholders will approve as it is only a slight premium to its current stock price."

The traditional PC market continues to decline thanks to the growth of tablets, and Dell's transition to turn itself into a software and services company is taking much longer than Dell's management or shareholders anticipated.

Dell shares were trading slightly lower in premarket trading Friday, off 0.07% at $13.52.

--Written by Chris Ciaccia in New York

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