UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01 | Other Events |
On December 15, 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”), and amending the terms of the Tender Offers to increase the combined tender sub-cap with respect to the 3.450% Senior Notes due 2051 and the 3.375% Senior Notes due 2041 from the previously announced amount of $300.0 million in aggregate principal amount to $350.0 million in aggregate principal amount. Under the amended terms of the Tender Offers, Dell will purchase for cash up to $500.0 million aggregate principal amount (the “Aggregate Tender Cap”) of 3.450% Senior Notes due 2051 (the “2051 Notes”), 3.375% Senior Notes due 2041 (the “2041 Notes”), 8.350% Senior Notes due 2046 (the “2046 Notes”), 8.100% Senior Notes due 2036 (the “2036 Notes”), 6.020% Senior Notes due 2026 (the “2026 Notes”), 5.850% Senior Notes due 2025 (the “2025 Notes”) and 4.000% Senior Notes due 2024 (the “2024 Notes” and, together with the 2051 Notes, the 2041 Notes, the 2046 Notes, the 2036 Notes, the 2026 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. In addition, under the amended terms of the Tender Offers, (i) the 2051 Notes and 2041 Notes are subject to a combined tender sub-cap of $350.0 million aggregate principal amount, (ii) the 2046 Notes and 2036 Notes are subject to a combined tender sub-cap of $250.0 million aggregate principal amount and (iii) the 2026 Notes, 2025 Notes and 2024 Notes are subject to a combined tender sub-cap of $200.0 million aggregate principal amount.
A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Subsequently, on December 18, 2023, the Company issued a press release announcing the pricing terms for the Tender Offers by Dell. Dell expects to accept for purchase $350,000,000 in aggregate principal amount of the 2051 Notes and $150,000,000 in aggregate principal amount of the 2046 Notes (collectively, the “Accepted Notes”) that were validly tendered and not validly withdrawn at or before the early tender deadline from the registered holders thereof.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 Accepted 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 December 15, 2023, announcing the early results for the Tender Offers. | |
| 99.2 | Press Release dated December 18, 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: December 18, 2023 | Dell Technologies Inc. | |||||
| By: | /s/ Tyler W. Johnson | |||||
| Tyler W. Johnson | ||||||
| Senior Vice President and Treasurer | ||||||
| (Duly Authorized Officer) | ||||||