Last week, Icahn wrote in a letter to Dell's board of directors, saying he was a "substantial" stakeholder and opposed the $24.4 billion deal from company founder Michael Dell to take the company private.
Icahn proposed selling debt to pay shareholders a dividend of $9 per share. If the board did not agree to that, he suggested shareholders be allowed to decide the issue with a vote at the company's next annual meeting, The Wall Street Journal reported.
Icahn also suggested he work with the board, which resulted in his signing a confidential agreement, the Journal said.
The investment firm Blackstone Group is also reviewing Dell's books. In both cases, it is possible an offer could be made to best Dell's proposed bid, which amounts to a $13.65 per share valuation of the company, which is struggling to adapt to the consumer trend of moving away from personal computers in favor of mobile devices.
Dell's board has set up a special committee to solicit bids that would have higher value to shareholders. When it released Icahn's letter last week, the board said it welcomes "Icahn and all other interested parties to participate in that process."