"We believe the investment community is beginning to question the merits of this transaction in light of the new credit market," Goldberg said in a note to clients.
Goldberg, who also cited Palm's lagging core business and new competitive products, cut his price target for Palm shares to $13.50 from $14. He has a "sell" rating on the stock.
As part of the financing pact, Palm has promised to pay shareholders $9 a share in cash, using the proceeds along with existing cash and $400 million in new debt for the payout.
Goldberg said that while the plan would likely still go ahead, it was likely to result in higher costs.
"We think Palm could end up with a more costly debt structure than originally envisioned," Goldberg said. Another analyst, Lawrence Harris from Oppenheimer, said Palm's share move could be related to general pressure on technology companies with small market capitalizations.
But some investors could be concerned specifically that Palm, which currently has little or no debt, is adding debt to its balance sheet, Harris said.
"I think investors are moving away from risk, from companies with a higher degree of leverage," said Harris, who also cited competitive concerns about Palm.
Palm had said recently that its Treo phone sales could be hurt by the much-hyped introduction of iPhone, the first cell phone fromApple.
Harris noted that shares of Tekelec were down more than 2 percent on Nasdaq where UTStarcom was down almost 5 percent and Openwave Systems was down about 11 percent.