Shares of EMC Corp. fell 1% in late-morning trade Tuesday after Recode published a report claiming that “Dell insiders” are worried about the high tax liability of its proposed $67 billion takeover deal of EMC. If approved, the transaction would mark the largest tech deal in history. Dell could end up being billed $9 billion in taxes under the deal’s set-up, unnamed sources told Recode. Their concerns reportedly stem from U.S. tax law that governs “certain distributions of stock or securities in connection with acquisitions,” which, in this case, would relate to EMC’s subsidiary VMware . According to Recode, if the parent company, EMC, distributes shares in a subsidiary, VMware, within two years before said parent is acquired, any gains in value on the distributed shares can be taxable.
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