Dell announces early results of capped cash tender offers

Chicago, Dec. 20 – Dell Technologies Inc. subsidiary Dell Inc. announced the early results of its tender offers for six debt securities in a press release on Monday.

Dell increased the maximum tender amount to $2.85 billion from an initial offer for $2.5 billion to accept more of the tendered notes.

However, the offer was oversubscribed, and the company will only be accepting notes from the first two of the six series that were part of the offer.

From the first two series, noteholders had tendered the following amounts of notes as of the 5 p.m. ET on Dec. 17 early deadline:

• $1,594,768,000 tendered of the $2 billion outstanding 8.35% senior notes due 2046 (Cusips: 24703TAK2, 25272KAR4, U2526DAF6) issued by Dell International LLC and EMC Corp. with pricing based on the par call date for the notes and the 2% U.S. Treasury due Aug. 15, 2051 plus 190 basis points for a hypothetical total consideration of $1,742.76, with a raised $1.2 billion tender sub-cap for just this series, up from an original $1 billion tender sub-cap; and

• $1,089,875,000 tendered of the $1.5 billion outstanding 8.1% senior notes due 2036 (Cusips: 24703TAJ5, 25272KAN3, U2526DAE9) again issued by Dell International and EMC with pricing also based on the par call date for the notes and the 1.375% U.S. Treasury due Nov. 15, 2031 plus 175 bps for a hypothetical total consideration of $1,551.34.

Pricing is set to take place at 10 a.m. ET on Monday.

All of the total considerations assumed a $1,000-par note. The total considerations include a $50 early tender premium only paid to noteholders who tendered by the early deadline.

The total purchase price offered does not include interest on the notes. Interest will be paid separately to the settlement date.

Settlement will take place on Tuesday.

The series that were originally part of the offer, but will not have any of the notes accepted, are the following:

• $387,815,000 outstanding 6.5% senior notes due 2038 (Cusip: 24702RAF8) issued by Dell Inc. with pricing to be based on the 2% U.S. Treasury due Nov. 15, 2041 plus 200 bps for a hypothetical total consideration of $1,317.92;

• $264,389,000 outstanding 5.4% senior notes due 2040 (Cusip: 24702RAM3) issued by Dell Inc. with pricing to be based on the 2% U.S. Treasury due Nov. 15, 2041 plus 205 bps for a hypothetical total consideration of $1,197.01;

• $750 million outstanding 6.2% senior notes due 2030 (Cusips: 24703TAH9, 24703DBD2, U24724AP8) issued by Dell International and EMC to be priced using the par call date for the notes and the 1.375% U.S. Treasury due Nov. 15, 2031 plus 100 bps for a hypothetical total consideration of $1,280.54; and

• $4.5 billion outstanding 6.02% senior notes due 2026 (Cusips: 24703TAD8, 25272KAK9, U2526DAD1) issued by Dell International and EMC to be priced using the par call date and the 1.25% U.S. Treasury due Nov. 30, 2026 plus 70 bps for a hypothetical total consideration of $1,116.01.

Tenders may no longer be withdrawn.

The offers were set to expire at 11:59 p.m. ET on Jan. 4. However, Dell does not expect to accept any of the notes tendered after the early deadline.

Barclays (800 438-3242) and BofA Securities, Inc. (888 292-0070, 980 387-3907) are the dealer managers.

Global Bondholder Services Corp. (866 924-2200, 212 430-3774, contact@gbsc-usa.com, https://gbsc-usa.com/registration/dell) is the tender agent.

Dell Technologies has recently been lifted into investment-grade status.

The computer and software company is based in Round Rock, Tex.

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