Dell Technologies to issue $5B senior notes
Dell Technologies announces a $5.0 billion multi-tranche senior notes offering to refinance 2026 first-lien debt and for general corporate purposes.
Rhea-AI Filing Summary
Dell Technologies Inc. (DELL), together with Dell International L.L.C. and EMC Corporation, agreed to issue and sell an aggregate $5.0 billion of unsecured senior notes in four tranches under an underwriting agreement with a syndicate of banks. The offering includes $1.25 billion of 5.100% Senior Notes due 2029, $1.25 billion of 5.400% Senior Notes due 2031, $1.50 billion of 5.600% Senior Notes due 2033, and $1.0 billion of 5.900% Senior Notes due 2037.
The notes will be sold at public offering prices of 99.953%, 99.836%, 99.475% and 99.694% of their respective principal amounts and are expected to close on September 15, 2026, subject to customary conditions. They will be guaranteed on a joint and several unsecured basis by Dell Technologies Inc., Denali Intermediate Inc. and Dell Inc. The issuers intend to use the net proceeds primarily to repay outstanding 4.900% First Lien Notes due 2026 and for general corporate purposes, which may include repayment of other debt. The sale is registered under an automatic shelf registration statement on Form S-3ASR, with terms described in a base prospectus and September 9, 2026 prospectus supplements.
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8-K Event Classification
2 items: 8.01, 9.01
2 items
Item 8.01
Other Events
Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Total Senior Notes Offering: $5,000,000,000 aggregate principal amount
2029 Notes: $1,250,000,000 at 5.100% coupon
2031 Notes: $1,250,000,000 at 5.400% coupon
+4 more
7 metrics
Total Senior Notes Offering
$5,000,000,000 aggregate principal amount
Aggregate principal of all new senior notes tranches
2029 Notes
$1,250,000,000 at 5.100% coupon
Senior Notes due 2029 sold at 99.953% of principal
2031 Notes
$1,250,000,000 at 5.400% coupon
Senior Notes due 2031 sold at 99.836% of principal
2033 Notes
$1,500,000,000 at 5.600% coupon
Senior Notes due 2033 sold at 99.475% of principal
2037 Notes
$1,000,000,000 at 5.900% coupon
Senior Notes due 2037 sold at 99.694% of principal
Expected Closing Date
September 15, 2026
Scheduled closing of the senior notes offering
Debt to be Repaid
4.900% First Lien Notes due 2026
Intended primary use of net proceeds
Key Terms
Senior Notes, underwriting agreement, public offering price, guaranteed on a joint and several unsecured basis, +2 more
6 terms
Senior Notes financial
"aggregate principal amount of their 5.100% Senior Notes due 2029"
Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.
underwriting agreement financial
"entered into an underwriting agreement (the “Underwriting Agreement”)"
An underwriting agreement is a contract where a company selling new stocks or bonds hires financial firms to buy those securities and resell them to investors. It matters because the agreement sets the offering price, number of securities, fees and which party bears the risk if sales fall short—think of it as a promise that the sale will happen and a roadmap investors can use to understand how the new securities reach the market.
public offering price financial
"sold at a public offering price of 99.953% of the aggregate principal"
The public offering price is the amount of money a company charges investors to buy its shares during a new stock sale to the public. It determines how much the company raises and how much each share is worth at the start of trading. For investors, it helps gauge the initial value of the stock and whether it might be a good investment opportunity.
guaranteed on a joint and several unsecured basis financial
"The Notes will be guaranteed on a joint and several unsecured basis"
Form S-3ASR regulatory
"registered with the Securities and Exchange Commission in a registration statement on Form S-3ASR"
Form S-3ASR is a type of SEC registration that lets large, well-known public companies pre-register securities so they can be sold quickly when needed, similar to having a pre-approved credit line they can draw on at short notice. For investors, it matters because it signals a company's readiness to raise cash fast, which can affect share supply and price (dilution) and reveal how easily the company can fund growth or handle short-term needs.
prospectus supplement regulatory
"as supplemented by a preliminary prospectus supplement dated September 9, 2026"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
Offering Details
shelf
Offering
Offering Type
shelf
Use of Proceeds
Net proceeds will be used to repay 4.900% First Lien Notes due 2026 and for general corporate purposes, which may include repayment of other debt.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What debt offering did Dell Technologies (DELL) announce in this 8-K?
Dell Technologies announced an offering of $5.0 billion aggregate principal amount of unsecured senior notes in four tranches due 2029, 2031, 2033 and 2037, issued by Dell International L.L.C. and EMC Corporation and guaranteed by Dell Technologies Inc., Denali Intermediate Inc. and Dell Inc.
What are the interest rates and maturities of Dell (DELL)’s new senior notes?
The new senior notes consist of 5.100% notes due 2029, 5.400% notes due 2031, 5.600% notes due 2033, and 5.900% notes due 2037, for a total principal amount of $5.0 billion across the four tranches.
At what prices are Dell (DELL)’s new notes being sold to investors?
The 2029 notes will be sold at 99.953% of principal, the 2031 notes at 99.836%, the 2033 notes at 99.475%, and the 2037 notes at 99.694% of their aggregate principal amounts, as set out in the underwriting agreement.
How will Dell Technologies (DELL) use the proceeds from the senior notes offering?
The issuers intend to use the net proceeds to repay their outstanding 4.900% First Lien Notes due 2026 and to use any remaining proceeds for general corporate purposes, which may include the repayment of other debt.
When is the closing of Dell (DELL)’s senior notes offering expected?
The closing of the senior notes offering is expected to occur on September 15, 2026, subject to customary closing conditions specified in the underwriting agreement with the underwriters.
Under what registration statement is Dell (DELL)’s notes offering being conducted?
The sale of the notes has been registered with the SEC under an automatic shelf registration statement on Form S-3ASR, File No. 333-296691, with terms described in a base prospectus and September 9, 2026 prospectus supplements.
AI-generated analysis. How Rhea-AI works. Not financial advice.
