Carl Icahn and Darwin Deason have come out against Xerox Corp.'s plans to cede control to Fujifilm Holding Corp., arguing the deal "dramatically undervalues" the company.

"To put it simply, the current board of directors has overseen the systematic destruction of Xerox, and, unless we do something, this latest Fuji scheme will be the company's final death knell," the two Xerox investors said in a letter to shareholders Monday.

Icahn is Xerox's second-largest holder with about 9.2 percent of the company's stock, according to data compiled by Bloomberg. Deason holds about 6 percent, according to a filing Monday.