EMC reveals extent of Dell-related lawsuits in 10-k filing

Certain legal action could result in the delay or abandonment of the merger, document claims

EMC has outlined details of a series of Dell-related legal disputes in which it is embroiled, which it claims could risk the firm delaying or even abandoning the merger.

In a 10-k document filed with the US Securities and Exchange Commission (SEC), EMC gave a lengthy list of the factors it claims could pose a risk to the company, as is customary in certain SEC filings.

High on the list were details of a number of legal cases which have been brought against the firm since the planned merger was announced in October.

Certain lawsuits have already come to light, such as a recent filing from a New York law firm which claims certain EMC public shareholders "are or will be damaged" by the takeover.

But EMC provided the SEC with a comprehensive overview of all the legal challenges the merger has prompted.

"Lawsuits have been filed against various combinations of EMC, its current and former directors, VMware, certain of VMware's directors, Denali and Dell, among other defendants," the filing said.

"Certain of the lawsuits have generally alleged, among other things, that the directors of EMC breached their fiduciary duties to EMC shareholders in connection with the merger; that various combinations of defendants aided and abetted the EMC directors in the alleged breach of their fiduciary duties; that the proxy statement filed by EMC with the SEC in connection with the merger contains material misstatements and omissions; that EMC, in its capacity as the majority shareholder of VMware, and individual defendants who are directors of EMC, VMware or both, breached their fiduciary duties to minority shareholders of VMware in connection with the merger; and that certain defendants aided and abetted those alleged breaches of fiduciary duties."

EMC said the lawsuits have sought a number of things, including injunctive relief, revocation of the merger if it goes ahead, and awards of fees, costs and damages.

"Lawsuits have been filed, and other lawsuits may be filed, challenging the merger," it added. "An adverse ruling in any such lawsuit may delay the merger or prevent the merger from being completed."