UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01 | Other Events |
On December 20, 2021, Dell Technologies Inc. (the “Company”) issued a press release announcing the early results and the increase of the tender cap and maximum tender amount for the previously announced cash tender offers (the “Tender Offers”) by Dell Inc., its wholly-owned subsidiary (“Dell”). Under the amended terms of the Tender Offers, Dell will purchase for cash up to $2.850 billion maximum aggregate purchase price (the “Maximum Tender Amount”) of the (i) 8.350% Senior Notes due 2046, 8.100% Senior Notes due 2036, 6.200% Senior Notes due 2030 and 6.020% Senior Notes due 2026, each co-issued by Dell International L.L.C. and EMC Corporation, which are wholly-owned subsidiaries of Dell, and the (ii) 6.500% Senior Notes due 2038 and 5.400% Senior Notes due 2040, each issued by Dell, subject to a tender cap of $1.200 billion in aggregate principal amount with respect to the 8.350% Senior Notes due 2046, and in each case subject to market conditions and other factors. A copy of the press release is filed as Exhibit 99.1 to this report and incorporated herein by reference.
Subsequently, on December 20, 2021, the Company issued a press release announcing the pricing terms for the Tender Offers by Dell. Dell expects to accept for purchase $1,200,000,000 in aggregate principal amount of the 8.350% Senior Notes due 2046 and $500,350,000 in aggregate principal amount of the 8.100% Senior Notes due 2036 that were validly tendered and not validly withdrawn at or before the early tender deadline (excluding accrued and unpaid interest to, but not including, the applicable settlement date and excluding fees and expenses related to the Tender Offers) from the registered holders thereof. As the aggregate purchase price required to accept all 8.350% Senior Notes due 2046 and 8.100% Senior Notes due 2036 that were validly tendered and not validly withdrawn by the early tender deadline exceeds the Maximum Tender Amount, Dell does not expect to accept for purchase any tenders of the other series of securities subject to the Tender Offers. A copy of the press release is filed as Exhibit 99.2 to this report and incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits. The following documents are herewith filed as exhibits to this report:
| Exhibit |
Description of Exhibit | |
| 99.1 | Press Release dated December 20, 2021, announcing the early results and the increase of the tender cap and maximum tender amount for the Tender Offers. | |
| 99.2 | Press Release dated December 20, 2021, announcing the pricing terms for the Tender Offers. | |
| 104 | Cover Page Interactive Data File — the cover page XBRL tags are embedded within the Inline XBRL document. | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: December 20, 2021 | Dell Technologies Inc. | |||||
| By: | /s/ Robert L. Potts | |||||
| Robert L. Potts | ||||||
| Senior Vice President and Assistant Secretary | ||||||
| (Duly Authorized Officer) | ||||||