Dell Technologies Announces New Class V Common Stock Repurchase Program
December 15 2016 - 8:05AM
Business Wire
Suspends existing DHI Group repurchase
program; enters into agreement to sell to VMware $500 million of
VMware Class A common stock
Dell Technologies Inc. (NYSE: DVMT) announced its board of
directors has approved a new stock repurchase program under which
the company is authorized to repurchase up to $500 million of
shares of the company’s Class V common stock over a period of six
months, using assets of the company’s Class V Group.
At the same time, the Dell Technologies board of directors
approved the suspension of the previously reported DHI Group
repurchase program, under which the company was authorized to
repurchase up to $1 billion of shares of the company’s Class V
common stock over a period of two years, using assets of the
company’s DHI Group. Before its suspension, the company had
repurchased approximately $324 million of Class V common stock
under the DHI Group program.
Dell Technologies also announced that it has entered into a
stock purchase agreement under which VMware, Inc. (NYSE: VMW) will
purchase for cash $500 million of VMware Class A common stock from
a wholly-owned subsidiary of Dell Technologies. Dell Technologies
intends to apply the proceeds from the sale to the new Class V
Group repurchase program.
These transactions are intended to reduce the outstanding shares
of the Class V common stock, lower expenditures for VMware’s Class
A common stock repurchase program and provide Dell Technologies
with balance sheet efficiencies. Additional details regarding these
transactions will be provided in Dell Technologies’ current report
on Form 8-K to be filed by the company with the U.S. Securities and
Exchange Commission.
About Dell Technologies
Dell Technologies is a unique family of businesses that provides
the essential infrastructure for organizations to build their
digital future, transform IT and protect their most important
asset, information. The company services customers of all sizes
across 180 countries – ranging from 98 percent of the Fortune
500 to individual consumers – with the industry’s most
comprehensive and innovative portfolio from the edge to the core to
the cloud.
Copyright © 2016 Dell Inc. or its subsidiaries. All Rights
Reserved. Dell, Dell Inc. and the Dell logo are trademarks of Dell
Technologies in the United States and/or other jurisdictions. All
other marks and names mentioned herein may be trademarks of their
respective companies.
Special Note on Forward-Looking Statements:
Statements in this press release that relate to planned
repurchases of Dell Technologies’ Class V common stock, the planned
sale to VMware of VMware Class A common stock, the intended use of
proceeds from such sale, anticipated balance sheet efficiencies and
similar matters are forward-looking statements within the meaning
of Section 21E of the Securities Exchange Act of 1934 and
Section 27A of the Securities Act of 1933 and are based on
Dell Technologies’ current expectations. In some cases, you can
identify these statements by such forward-looking words as
“anticipate,” “believe,” “confidence,” “could,” “estimate,”
“expect,” “guidance,” “intend,” “may,” “objective,” “outlook,”
“plan,” “project,” “possible,” “potential,” “should,” “will” and
“would,” or similar words or expressions that refer to future
events or outcomes.
Dell Technologies’ results or events in future periods could
differ materially from those expressed or implied by these
forward-looking statements because of risks, uncertainties, and
other factors that include, but are not limited to, the following:
competitive pressures; Dell Technologies’ reliance on third-party
suppliers for products and components, including reliance on
single-source or limited-source suppliers; Dell Technologies’
ability to achieve favorable pricing from its vendors; weak global
economic conditions and instability in financial markets; Dell
Technologies’ execution of its growth, business and acquisition
strategies; the success of Dell Technologies’ cost efficiency
measures; Dell Technologies’ ability to manage solutions and
products and services transitions in an effective manner; Dell
Technologies’ ability to deliver high-quality products and
services; Dell Technologies’ foreign operations and ability to
generate substantial non-U.S. net revenue; Dell Technologies’
product, customer, and geographic sales mix, and seasonal sales
trends; the performance of Dell Technologies’ sales channel
partners; access to the capital markets by Dell Technologies or its
customers; weak economic conditions and additional regulation;
counterparty default risks; the loss by Dell Technologies of any
services contracts with its customers, including government
contracts, and its ability to perform such contracts at its
estimated costs; Dell Technologies’ ability to develop and protect
its proprietary intellectual property or obtain licenses to
intellectual property developed by others on commercially
reasonable and competitive terms; infrastructure disruptions,
cyber-attacks, or other data security breaches; Dell Technologies’
ability to hedge effectively its exposure to fluctuations in
foreign currency exchange rates and interest rates; expiration of
tax holidays or favorable tax rate structures, or unfavorable
outcomes in tax audits and other tax compliance matters; impairment
of portfolio investments; unfavorable results of legal proceedings;
increased costs and additional regulations and requirements as a
result of Dell Technologies becoming a newly public company; Dell
Technologies’ ability to develop and maintain effective internal
control over financial reporting; compliance requirements of
changing environmental and safety laws; the effect of armed
hostilities, terrorism, natural disasters, and public health
issues; risks related to EMC’s business, including the impact of
the financial performance of VMware, EMC’s strategic alliances, and
the impact of market volatility on the assets of EMC’s
noncontributory defined pension plan; the ability to realize the
anticipated synergies from the merger with EMC; the ability to
integrate EMC’s technology, solutions, products, and services with
those of Dell in an effective manner; the outcome of lawsuits that
have been filed against Dell Technologies or EMC relating to the
merger; and Dell Technologies’ level of indebtedness and its
ability to achieve its objective of reducing its indebtedness.
This list of risks, uncertainties, and other factors is not
complete. Dell Technologies discusses some of these matters more
fully, as well as certain risk factors that could affect the Dell
Technologies’ business, financial condition, results of operations,
and prospects, in its filings with the Securities and Exchange
Commission, including the prospectus/proxy statement forming part
of Dell Technologies’ Registration Statement on Form S-4
(Registration No. 333-208524) and Dell Technologies’ quarterly
reports on Form 10-Q and current reports on Form 8-K. These filings
are available for review through the Securities and Exchange
Commission’s website at www.sec.gov. Any or all forward-looking
statements Dell Technologies makes may turn out to be wrong and can
be affected by inaccurate assumptions Dell Technologies might make
or by known or unknown risks, uncertainties and other factors,
including those identified in this press release. Accordingly, you
should not place undue reliance on the forward-looking statements
made in this press release, which speak only as of its date. Dell
Technologies does not undertake to update, and expressly disclaims
any duty to update, its forward-looking statements, whether as a
result of circumstances or events that arise after the date they
are made, new information or otherwise.
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Dell TechnologiesMedia Contacts:Dave Farmer,
508-293-7206dave.farmer@dell.comorLauren Lee,
512-728-4374lauren.lee@dell.comorInvestor Relations Contacts:Hall
Butler, 512-723-4963hall.butler@dell.comorScott Schmitz,
508-293-7721scott.schmitz@dell.com
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