Icahn has called Dell's takeover "the great giveaway" and sees significant value in returning the company's cash stockpile to shareholders.

Dell would likely mark Icahn's biggest success in winning a tender offer. In recent years, the activist has failed at tenders for Clorox ( CLX), Commercial Metals ( CMC) and Lions Gate Films ( LGF). Still, he had a rare success in winning a tender for refiner CVR Energy ( CVI), which has performed strongly under Icahn's control in 2013, as the activist spun off units and paid out hefty special dividends.

While Icahn's special dividend and equity stub proposal might have broken new ground in the annals of shareholder activism and M&A, a $14 a share tender offer may present a more clear challenge to the Silver Lake and Michael Dell-led investor consortium.

Dell Shares closed up slightly in Tuesday trading at $13.48. The company's current share price is below both Silver Lake's board-supported takeover and Icahn's proposed tender.

-- Written by Antoine Gara in New York

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