UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01 | Other Events |
On June 29, 2023, Dell Technologies Inc. (the “Company”) issued a press release announcing the early results for the previously announced tender offers (the “Tender Offers”) by Dell Inc., its wholly-owned subsidiary (“Dell”). Under the terms of the Tender Offers, Dell will purchase for cash up to $1.0 billion maximum aggregate principal amount (the “Aggregate Tender Cap”) of 6.020% Senior Notes due 2026 (the “June 2026 Notes”), 4.900% Senior Notes due 2026 (the “October 2026 Notes”), 4.000% Senior Notes due 2024 (the “2024 Notes”), 5.850% Senior Notes due 2025 (the “2025 Notes”) and 6.100% Senior Notes due 2027 (the “2027 Notes” and, together with the June 2026 Notes, the October 2026 Notes, the 2024 Notes and the 2025 Notes, the “Notes”), each co-issued by Dell International L.L.C. and EMC Corporation, which are wholly-owned subsidiaries of Dell, subject to market conditions and other factors.
A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Subsequently, on June 30, 2023, the Company issued a press release announcing the pricing terms for the Tender Offers by Dell. Dell expects to accept for purchase $999,994,000 in aggregate principal amount of the June 2026 Notes that were validly tendered and not validly withdrawn at or before the early tender deadline from the registered holders thereof. As the aggregate principal amount of all June 2026 Notes that were validly tendered and not validly withdrawn by the early tender deadline exceeds the Aggregate Tender Cap, Dell does not expect to accept for purchase any tenders of the other series of securities subject to the Tender Offers or any securities that are tendered after the early tender deadline.
A copy of the press release is attached hereto as Exhibit 99.2 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 June 29, 2023, announcing the early results for the Tender Offers. | |
| 99.2 | Press Release dated June 30, 2023, 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: June 30, 2023 | Dell Technologies Inc. | |||||
| By: | /s/ Tyler W. Johnson | |||||
| Tyler W. Johnson | ||||||
| Senior Vice President and Treasurer | ||||||
| (Duly Authorized Officer) | ||||||