Dell begins tender offers for up to $1 billion notes from five series

By Marisa Wong

Los Angeles, June 15 – Dell Technologies Inc. announced that wholly owned subsidiary Dell Inc. has begun cash tender offers for up to $1 billion aggregate principal amount of debt securities from five series.

Dell is offering to purchase notes from the following series issued by Dell International LLC and EMC Corp., listed in order of acceptance priority:

• $4.5 billion outstanding 6.02% senior notes due 2026 (Cusip: 24703TAD8, 25272KAK9, U2526DAD1), with pricing to be based on the 4.125% U.S. Treasury due June 15, 2026 and a fixed spread of 90 basis points;

• $1.75 billion outstanding 4.9% senior notes due 2026 (Cusip: 24703TAE6, 24703DAZ4, U24724AK9), with pricing to be based on the 4.125% U.S. Treasury due June 15, 2026 and a fixed spread of 90 bps;

• $1 billion outstanding 4% senior notes due 2024 (Cusip: 24703TAB2, 24703DAY7, U24724AJ2), with pricing to be based on the 0.375% U.S. Treasury due July 15, 2024 and a fixed spread of 35 bps;

• $1 billion outstanding 5.85% senior notes due 2025 (Cusip: 24703TAC0, 24703DBB6, U24724AM5), with pricing to be based on the 4.25% U.S. Treasury due May 31, 2025 and a fixed spread of 70 bps; and

• $500 million outstanding 6.1% senior notes due 2027 (Cusip: 24703TAF3, 24703DBC4, U24724AN3), with pricing to be based on the 3.625% U.S. Treasury due May 31, 2028 and a fixed spread of 120 bps.

The total consideration includes an early tender premium of $50 for each $1,000 principal amount of notes tendered by the early tender deadline.

In addition, the company will pay accrued interest.

The company said it reserves the right to increase, decrease or eliminate the tender cap.

Tenders may be subject to proration.

The early tender deadline is 5 p.m. ET on June 29, which is also the withdrawal deadline.

Pricing will be determined at 10 a.m. ET on June 30.

Settlement of early tendered notes is expected to occur on July 5.

The offers will expire at 5 p.m. ET on July 17.

Final settlement will be on July 19.

The offers are subject to some conditions but are not conditioned on any minimum amount of securities being tendered.

Barclays (800 438-3242), Citigroup Global Markets, Inc. (800 558-3745) or J.P. Morgan Securities LLC (866 834-4666) are dealer managers for the offer.

The information agent and tender agent is Global Bondholder Services Corp. (855 654-2015 or, for banks and brokers, 212 430-3774; contact@gbsc-usa.com).

Dell is a technology company based in Round Rock, Tex.

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