Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information set forth under Item 8.01 of this report is incorporated by
reference in this Item 2.03.
Item 8.01 Other Events.
On July 18, 2022, Dell Technologies Inc. (the "Company") established a
commercial paper program under which the Company's indirect wholly owned
subsidiaries, Dell International L.L.C. and EMC Corporation, as co-issuers, may
issue unsecured promissory notes (the "notes") from time to time up to a maximum
aggregate face amount of $5.0 billion outstanding at any time. Payment of the
commercial paper notes will be fully and unconditionally guaranteed by the
Company and its direct and indirect wholly owned subsidiaries, Denali
Intermediate Inc. and Dell Inc., respectively. The maturities of the notes may
vary, but will not exceed 397 days from the date of issue. The notes and the
guarantee thereof will rank equal in right of payment with all other unsecured
senior indebtedness of the obligors. The proceeds of the notes will be used for
general corporate purposes. The notes will be sold on customary terms in the
U.S. commercial paper market on a private placement basis.
The notes have not been and will not be registered under the Securities Act of
1933 or state securities laws and may not be offered or sold in the United
States absent registration or an applicable exemption from the registration
requirements of the Securities Act of 1933 and applicable state securities laws.
2
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