Dell announces pricing of capped tender offer originally for seven notes

By Wendy Van Sickle

Columbus, Ohio, Dec. 18 – Dell Technologies Inc. subsidiary Dell Inc. announced the pricing of its tender offer for debt securities issued by Dell International LLC and EMC Corp., according to a press release Monday.

The company will accept tenders of $350 million principal amount of the $1,094,877,000 outstanding 3.45% senior notes due 2051 (Cusips: 24703DBH3, 24703DBG5, U24724AR4) at a price of $730.63 per $1,000 principal amount, based on the 4.125% U.S. Treasury due Aug. 15, 2053 plus 122 basis points.

Dell will accept tenders of $150 million principal amount of the $800 million outstanding 8.35% senior notes due 2046 (Cusips: 24703TAK2, 25272KAR4, U2526DAF6) at a price of $1,315.25 per $1,000 principal amount, on the 4.75% U.S. Treasury due Nov. 15, 2043 plus 155 bps.

The company announced the offer for seven debt securities in three groupings with sub-caps on each grouping on Dec. 4. There was an aggregate cap of $500 million.

At the early deadline, Dell determined it would accept tenders from only two of the series, what was set up as acceptance priority level one and acceptance priority level three.

At level one, noteholders tendered $548,471,000 of the 3.45% senior notes due 2051.

There was a sub-cap on this series with a second series for up to $300 million, raised to $350 million.

At level three, noteholders tendered $262,091,000 of the 8.35% senior notes due 2046.

For the third and fourth series there was a sub-cap of $250 million.

Pricing took place at 10 a.m. ET on Dec. 18.

Early settlement is expected on Dec. 20

The early deadline was 5 p.m. ET on Dec. 15. Noteholders who tendered by the early deadline will receive the full consideration, which includes a $50 early tender premium per $1,000 note and is included in the prices announced. Interest will also be paid to the applicable settlement date.

The offer is scheduled to expire at 5 p.m. ET on Jan. 3. However, because the offer was oversubscribed, Dell does not expect to accept any more notes.

Other series

No tender results were given for the second and fourth through seventh series that were part of the offer.

Those series are the:

• $962,390,000 outstanding 3.375% senior notes due 2041 (Cusips: 24703DBF7, 24703DBE0, U24724AQ6) with pricing based on the 4.75% U.S. Treasury due Nov. 15, 2043 plus 118 bps;

• $999.65 million outstanding 8.1% senior notes due 2036 (Cusips: 24703TAJ5, 25272KAN3, U2526DAE9) with pricing to be based on the 4.5% U.S. Treasury due Nov. 15, 2033 plus 153 bps;

• $3,500,006,000 outstanding 6.02% senior notes due 2026 (Cusips: 24703TAD8, 25272KAK9, U2526DAD1) to be priced using the 4.625% U.S. Treasury due Nov. 15, 2026 plus 95 bps;

• $1 billion outstanding 5.85% senior notes due 2025 (Cusips: 24703TAC0, 24703DBB6, U24724AM5) to be priced using the 2.875% U.S. Treasury due June 15, 2025 plus 55 bps: and

• $1 billion outstanding 4% senior notes due 2024 (Cusips: 24703TAB2, 24703DAY7, U24724AJ2) to be priced using the 0.375% U.S. Treasury due July 15, 2024 plus 55 bps.

There was a sub-cap on $200 million on the bottom three series when the offer started.

Details

BofA Securities, Inc. (888 292-0070), Goldman Sachs & Co. LLC (800 828-3182) and Wells Fargo Securities, LLC (866 309-6316) are the dealer managers.

Global Bondholder Services Corp. (855 654-2015, 212 430-3774, contact@gbsc-usa.com, https://gbsc-usa.com/registration/dell) is the tender agent.

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

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