ITEM 1 — FINANCIAL STATEMENTS (UNAUDITED)
−Removed: Condensed Consolidated Statements of Financial Position as of August 4 , 2023 and February 3, 2023
−Removed: Condensed Consolidated Statements of Income for the three and six months ended August 4 , 2023 and July 29, 2022
−Removed: Condensed Consolidated Statements of Comprehensive Income for the three and six months ended August 4 , 2023 and July 29, 2022
−Removed: Condensed Consolidated Statements of Cash Flows for the six months ended August 4 , 2023 and July 29, 2022
−Removed: Condensed Consolidated Statements of Stockholders’ Equity (Deficit) for the three and six months ended August 4 , 2023 and July 29, 2022
+Added: Condensed Consolidated Statements of Financial Position as of November 3, 2023 and February 3, 2023
+Added: Condensed Consolidated Statements of Income for the three and nine months ended November 3 , 2023 and October 28 , 2022
+Added: Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended November 3 , 2023 and October 28 , 2022
+Added: Condensed Consolidated Statements of Cash Flows for the nine months ended November 3 , 2023 and October 28 , 2022
+Added: Condensed Consolidated Statements of Stockholders’ Equity (Deficit) for the three and nine months ended November 3 , 2023 and October 28 , 2022
Notes to the Condensed Consolidated Financial Statements
20 unchanged sentences
(in millions;
−Removed: August 4, 2023 February 3, 2023
+Added: November 3, 2023 February 3, 2023
Current assets:
1 unchanged sentence
Accounts receivable, net of allowance of $ 74 and $ 78
−Removed: 10,351 12,482
Due from related party, net 386 378
2 unchanged sentences
Other current assets 10,662 10,827
−Removed: Current assets held for sale 442 —
Total current assets 36,987 42,351
35 unchanged sentences
(in millions, except per share amounts;
−Removed: Three Months Ended Six Months Ended
−Removed: August 4, 2023 July 29, 2022 August 4, 2023 July 29, 2022
+Added: Three Months Ended Nine Months Ended
+Added: November 3, 2023 October 28, 2022 November 3, 2023 October 28, 2022
Products $ 16,233 $ 18,938 $ 48,204 $ 60,212
28 unchanged sentences
(in millions;
−Removed: Three Months Ended Six Months Ended
−Removed: August 4, 2023 July 29, 2022 August 4, 2023 July 29, 2022
+Added: Three Months Ended Nine Months Ended
+Added: November 3, 2023 October 28, 2022 November 3, 2023 October 28, 2022
Net income $ 1,004 $ 241 $ 2,037 $ 1,816
7 unchanged sentences
Recognition of actuarial net gains (losses) from pension and other postretirement plans 2 ( 2 ) 3 11
−Removed: Net change in actuarial net gains from pension and other postretirement plans — ( 4 ) 1 13
+Added: Reclassification adjustments for net losses from pension and other postretirement plans — 1 — 1
+Added: Net change in actuarial net gains (losses) from pension and other postretirement plans 2 ( 1 ) 3 12
Total other comprehensive income (loss), net of tax expense (benefit) of $ 6 and $ 6 , respectively, and $ 18 and $ 14 , respectively
9 unchanged sentences
(in millions;
−Removed: Six Months Ended
−Removed: August 4, 2023 July 29, 2022
+Added: Nine Months Ended
+Added: November 3, 2023 October 28, 2022
Cash flows from operating activities:
18 unchanged sentences
Capital expenditures and capitalized software development costs ( 2,029 ) ( 2,244 )
+Added: Acquisition of businesses and assets, net ( 127 ) —
Change in cash from investing activities ( 2,114 ) ( 2,228 )
18 unchanged sentences
Common Stock and Capital in Excess of Par Value Treasury Stock
−Removed: Three Months Ended August 4, 2023 Issued Shares Amount Shares Amount Accumulated Deficit Accumulated Other Comprehensive Income/(Loss) Dell Technologies
+Added: Three Months Ended November 3, 2023 Issued Shares Amount Shares Amount Accumulated Deficit Accumulated Other Comprehensive Income/(Loss) Dell Technologies
Stockholders’ Equity (Deficit) Non-Controlling Interests Total Stockholders’ Equity (Deficit)
−Removed: Balances as of May 5, 2023
−Removed: 817 $ 8,339 88 $ ( 4,064 ) $ ( 6,430 ) $ ( 868 ) $ ( 3,023 ) $ 99 $ ( 2,924 )
−Removed: Net income (loss) — — — — 462 — 462 ( 7 ) 455
−Removed: Dividends and dividend equivalents declared ($ 0.37 per common share)
+Added: Balances as of August 4, 2023 817 $ 8,554 93 $ ( 4,320 ) $ ( 6,249 ) $ ( 757 ) $ ( 2,772 ) $ 95 $ ( 2,677 )
+Added: Net income — — — — 1,006 — 1,006 ( 2 ) 1,004
+Added: Dividends and dividend equivalents declared
+Added: ($ 0.37 per common share)
— — — — ( 276 ) — ( 276 ) — ( 276 )
1 unchanged sentence
Cash flow hedges, net change — — — — — 87 87 — 87
+Added: Pension and other post-retirement — — — — — 2 2 — 2
Issuance of common stock, net of shares repurchased for employee tax withholding 2 ( 36 ) — — — — ( 36 ) — ( 36 )
−Removed: — ( 4 ) — — — — ( 4 ) — ( 4 )
Stock-based compensation expense — 217 — — — — 217 10 227
−Removed: Repurchases of common stock — — 5 ( 256 ) — — ( 256 ) — ( 256 )
+Added: Treasury stock repurchases — — 11 ( 744 ) — — ( 744 ) — ( 744 )
Impact from equity transactions of non-controlling interests — 7 — — — — 7 ( 9 ) ( 2 )
−Removed: Balances as of August 4, 2023
−Removed: 817 $ 8,554 93 $ ( 4,320 ) $ ( 6,249 ) $ ( 757 ) $ ( 2,772 ) $ 95 $ ( 2,677 )
+Added: Balances as of November 3, 2023 819 $ 8,742 104 $ ( 5,064 ) $ ( 5,519 ) $ ( 823 ) $ ( 2,664 ) $ 94 $ ( 2,570 )
Common Stock and Capital in Excess of Par Value Treasury Stock
−Removed: Six Months Ended August 4, 2023 Issued Shares Amount Shares Amount Accumulated Deficit Accumulated Other Comprehensive Income/(Loss) Dell Technologies
+Added: Nine Months Ended November 3, 2023 Issued Shares Amount Shares Amount Accumulated Deficit Accumulated Other Comprehensive Income/(Loss) Dell Technologies
Stockholders’ Equity (Deficit) Non-Controlling Interests Total Stockholders’ Equity (Deficit)
Balances as of February 3, 2023 798 $ 8,424 82 $ ( 3,813 ) $ ( 6,732 ) $ ( 1,001 ) $ ( 3,122 ) $ 97 $ ( 3,025 )
−Removed: 798 $ 8,424 82 $ ( 3,813 ) $ ( 6,732 ) $ ( 1,001 ) $ ( 3,122 ) $ 97 $ ( 3,025 )
−Removed: Net income (loss) — — — — 1,045 — 1,045 ( 12 ) 1,033
+Added: Net income — — — — 2,051 — 2,051 ( 14 ) 2,037
Dividends and dividend equivalents declared ($ 1.11 per common share)
4 unchanged sentences
Issuance of common stock, net of shares repurchased for employee tax withholding 21 ( 339 ) — — — — ( 339 ) — ( 339 )
−Removed: 19 ( 303 ) — — — — ( 303 ) — ( 303 )
Stock-based compensation expense — 650 — — — — 650 25 675
−Removed: Repurchases of common stock — — 11 ( 507 ) — — ( 507 ) — ( 507 )
+Added: Treasury stock repurchases — — 22 ( 1,251 ) — — ( 1,251 ) — ( 1,251 )
Impact from equity transactions of non-controlling interests — 7 — — — — 7 ( 14 ) ( 7 )
−Removed: Balances as of August 4, 2023
−Removed: 817 $ 8,554 93 $ ( 4,320 ) $ ( 6,249 ) $ ( 757 ) $ ( 2,772 ) $ 95 $ ( 2,677 )
+Added: Balances as of November 3, 2023 819 $ 8,742 104 $ ( 5,064 ) $ ( 5,519 ) $ ( 823 ) $ ( 2,664 ) $ 94 $ ( 2,570 )
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
3 unchanged sentences
Common Stock and Capital in Excess of Par Value Treasury Stock
−Removed: Three Months Ended July 29, 2022 Issued Shares Amount Shares Amount Accumulated Deficit Accumulated Other Comprehensive Income/(Loss) Dell Technologies
+Added: Three Months Ended October 28, 2022 Issued Shares Amount Shares Amount Accumulated Deficit Accumulated Other Comprehensive Income/(Loss) Dell Technologies
Stockholders’ Equity (Deficit) Non-Controlling Interests Total Stockholders’ Equity (Deficit)
−Removed: Balances as of April 29, 2022
−Removed: 795 $ 7,777 48 $ ( 2,446 ) $ ( 7,369 ) $ ( 424 ) $ ( 2,462 ) $ 107 $ ( 2,355 )
−Removed: Net income (loss) — — — — 511 — 511 ( 5 ) 506
+Added: Balances as of July 29, 2022 796 $ 8,005 62 $ ( 3,054 ) $ ( 7,106 ) $ ( 705 ) $ ( 2,860 ) $ 105 $ ( 2,755 )
+Added: Net income — — — — 245 — 245 ( 4 ) 241
Dividends and dividend equivalents declared ($ 0.33 per common share)
4 unchanged sentences
Issuance of common stock, net of shares repurchased for employee tax withholding 1 ( 22 ) — — — — ( 22 ) — ( 22 )
−Removed: 1 ( 5 ) — — — — ( 5 ) — ( 5 )
Stock-based compensation expense — 226 — — — — 226 9 235
−Removed: Repurchases of common stock — — 14 ( 608 ) — — ( 608 ) — ( 608 )
+Added: Treasury stock repurchases — — 17 ( 609 ) — — ( 609 ) — ( 609 )
Impact from equity transactions of non-controlling interests — 7 — — — — 7 ( 9 ) ( 2 )
−Removed: Balances as of July 29, 2022
−Removed: 796 $ 8,005 62 $ ( 3,054 ) $ ( 7,106 ) $ ( 705 ) $ ( 2,860 ) $ 105 $ ( 2,755 )
+Added: Balances as of October 28, 2022 797 $ 8,216 79 $ ( 3,663 ) $ ( 7,102 ) $ ( 920 ) $ ( 3,469 ) $ 101 $ ( 3,368 )
Common Stock and Capital in Excess of Par Value Treasury Stock
−Removed: Six Months Ended July 29, 2022 Issued Shares Amount Shares Amount Accumulated Deficit Accumulated Other Comprehensive Income/(Loss) Dell Technologies
+Added: Nine Months Ended October 28, 2022 Issued Shares Amount Shares Amount Accumulated Deficit Accumulated Other Comprehensive Income/(Loss) Dell Technologies
Stockholders’ Equity (Deficit) Non-Controlling Interests Total Stockholders’ Equity (Deficit)
Balances as of January 28, 2022 777 $ 7,898 20 $ ( 964 ) $ ( 8,188 ) $ ( 431 ) $ ( 1,685 ) $ 105 $ ( 1,580 )
−Removed: 777 $ 7,898 20 $ ( 964 ) $ ( 8,188 ) $ ( 431 ) $ ( 1,685 ) $ 105 $ ( 1,580 )
−Removed: Net income (loss) — — — — 1,583 — 1,583 ( 8 ) 1,575
+Added: Net income — — — — 1,828 — 1,828 ( 12 ) 1,816
Dividends and dividend equivalents declared ($ 0.99 per common share)
4 unchanged sentences
Issuance of common stock, net of shares repurchased for employee tax withholding 20 ( 366 ) — — — — ( 366 ) — ( 366 )
−Removed: 19 ( 344 ) — — — — ( 344 ) — ( 344 )
Stock-based compensation expense — 677 — — — — 677 26 703
−Removed: Repurchases of common stock — — 42 ( 2,090 ) — — ( 2,090 ) — ( 2,090 )
+Added: Treasury stock repurchases — — 59 ( 2,699 ) — — ( 2,699 ) — ( 2,699 )
Impact from equity transactions of non-controlling interests — 7 — — — — 7 ( 17 ) ( 10 )
−Removed: Balances as of July 29, 2022
−Removed: 796 $ 8,005 62 $ ( 3,054 ) $ ( 7,106 ) $ ( 705 ) $ ( 2,860 ) $ 105 $ ( 2,755 )
+Added: Balances as of October 28, 2022 797 $ 8,216 79 $ ( 3,663 ) $ ( 7,102 ) $ ( 920 ) $ ( 3,469 ) $ 101 $ ( 3,368 )
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
9 unchanged sentences
These Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”).
−Removed: In the opinion of management, the accompanying Condensed Consolidated Financial Statements reflect all adjustments of a normal recurring nature considered necessary to fairly state the financial position of the Company as of August 4, 2023 and February 3, 2023, the results of its operations, corresponding comprehensive income, and changes in stockholders’ equity for the three and for the six months ended August 4, 2023 and July 29, 2022, and its cash flows for the six months ended August 4, 2023 and July 29, 2022.
+Added: In the opinion of management, the accompanying Condensed Consolidated Financial Statements reflect all adjustments of a normal recurring nature considered necessary to fairly state the financial position of the Company as of November 3, 2023 and February 3, 2023, the results of its operations, corresponding comprehensive income, and changes in stockholders’ equity for the three and nine months ended November 3, 2023 and October 28, 2022, and its cash flows for the nine months ended November 3, 2023 and October 28, 2022.
The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the Condensed Consolidated Financial Statements and the accompanying Notes.
Actual results could differ materially from those estimates.
−Removed: The results of the Company’s operations, corresponding comprehensive income, and changes in stockholders’ equity for the three and six months ended August 4, 2023 and July 29, 2022, and its cash flows for the six months ended August 4, 2023 and July 29, 2022 are not necessarily indicative of the results to be expected for the full fiscal year or for any other fiscal period.
+Added: The results of the Company’s operations, corresponding comprehensive income, and changes in stockholders’ equity for the three and nine months ended November 3, 2023 and October 28, 2022, and its cash flows for the nine months ended November 3, 2023 and October 28, 2022 are not necessarily indicative of the results to be expected for the full fiscal year or for any other fiscal period.
The Company’s fiscal year is the 52- or 53-week period ending on the Friday nearest January 31.
4 unchanged sentences
All intercompany transactions have been eliminated.
−Removed: Secureworks — As of August 4, 2023 and February 3, 2023, the Company held approximately 81.2 % and 82.6 % , respectively, of the outstanding equity interest in Secureworks.
−Removed: The portion of the results of operations of Secureworks allocable to its other owners is shown as net loss attributable to the non-controlling interests in the Condensed Consolidated Statements of Income, as an adjustment to net income attributable to Dell Technologies stockholders.
−Removed: The non-controlling interests’ share of equity in Secureworks is reflected as a component of the non-controlling interests in the Condensed Consolidated Statements of Financial Position and wa s $ 95 million and $ 97 million as of August 4, 2023 and February 3, 2023, respectively.
+Added: Secureworks — As of November 3, 2023 and February 3, 2023, the Company held approximately 81.1 % and 82.6 % , respectively, of the outstanding equity interest in Secureworks.
+Added: The portion of the results of operations of Secureworks allocable to its other owners is shown as net loss attributable to non-controlling interests in the Condensed Consolidated Statements of Income, as an adjustment to net income attributable to Dell Technologies stockholders.
+Added: The non-controlling interests’ share of equity in Secureworks is reflected as non-controlling interests in the Condensed Consolidated Statements of Financial Position and wa s $ 94 million and $ 97 million as of November 3, 2023 and February 3, 2023, respectively.
Variable Interest Entities — The Company consolidates Variable Interest Entities ("VIEs") where it has been determined that the Company is the primary beneficiary of the applicable entities’ operations.
6 unchanged sentences
Other Events — On July 12, 2023, the Company entered into a definitive agreement with Comenity Capital Bank, a subsidiary of Bread Financial Holdings, Inc.
−Removed: (“Bread”) to establish a new U.S.
−Removed: Dell Preferred Account program under which transactions will be originated, owned, serviced, and collected by Bread.
−Removed: Under the definitive agreement, the Company will also sell its U.S.
+Added: (“Bread”), to establish a new consumer revolving financing program, operated as the “Dell Pay Credit” program, under which transactions are originated, owned, serviced, and collected by Bread.
+Added: Under the agreement, the Company also agreed to sell its U.S.
consumer revolving customer receivables portfolio.
−Removed: Upon the completion of the sale, such receivables will be serviced by Bread and the Company will have no continuing involvement.
−Removed: The transaction is expected to close in the third quarter of Fiscal 2024, subject to customary closing conditions.
−Removed: In accordance with applicable accounting guidance, the Company concluded that the U.S.
−Removed: consumer revolving customer financing receivables have met the criteria to be classified as held for sale as of August 4, 2023.
−Removed: Accordingly, the Company reclassified $ 389 million, net of allowance, to current assets held for sale on the Condensed Consolidated Statements of Financial Position as of August 4, 2023.
+Added: On October 4, 2023, the parties closed the sale for total cash consideration of approximately $ 390 million and the Company recognized an immaterial gain within the Condensed Consolidated Statements of Income.
+Added: Upon completion of the sale, the Company derecognized transferred receivables, net of $ 380 million from the Condensed Consolidated Statements of Financial Position.
+Added: The Company has no continuing involvement with these receivables, which are serviced by Bread.
See Note 4 of the Notes to the Condensed Consolidated Financial Statements for more information.
3 unchanged sentences
The following table presents the Company’s hierarchy for its assets and liabilities measured at fair value on a recurring basis as of the dates indicated:
−Removed: August 4, 2023 February 3, 2023
+Added: November 3, 2023 February 3, 2023
Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total
11 unchanged sentences
The Company reviews security pricing and assesses money market fund liquidity on a quarterly basis.
−Removed: As of August 4, 2023, the Company’s portfolio had no material exposure to money market funds with a fluctuating net asset value.
+Added: As of November 3, 2023, the Company’s portfolio had no material exposure to money market funds with a fluctuating net asset value.
Marketable Equity and Other Securities — The Company’s investments in equity and other securities that are measured at fair value on a recurring basis consist of strategic investments in publicly-traded companies.
5 unchanged sentences
Deferred Compensation Plans — The Company offers deferred compensation plans for eligible employees, which allow participants to defer a portion of their compensation.
−Removed: Assets were the same as liabilities associated with the plans at approximately $ 197 million and $ 179 million as of August 4, 2023 and February 3, 2023, respectively, and are included in other assets and other liabilities on the Condensed Consolidated Statements of Financial Position.
+Added: Assets were the same as liabilities associated with the plans at approximately $ 194 million and $ 179 million as of November 3, 2023 and February 3, 2023, respectively, and are included in other assets and other liabilities on the Condensed Consolidated Statements of Financial Position.
The net impact to the Condensed Consolidated Statements of Income is not material since changes in the fair value of the assets substantially offset changes in the fair value of the liabilities.
5 unchanged sentences
See Note 8 of the Notes to the Condensed Consolidated Financial Statements for additional information about goodwill and intangible assets.
−Removed: As of August 4, 2023 and February 3, 2023, the Company held strategic investments in non-marketable equity and other securities of $ 1.2 billion and $ 1.3 billion, respectively.
+Added: As of November 3, 2023 and February 3, 2023, the Company held strategic investments in non-marketable equity and other securities of $ 1.2 billion and $ 1.3 billion, respectively.
As these investments represent early-stage companies without readily determinable fair values, they are not included in the recurring fair value table above.
1 unchanged sentence
Carrying Value and Estimated Fair Value of Outstanding Debt — The following table presents the carrying value and estimated fair value of the Company’s outstanding debt as described in Note 6 of the Notes to the Condensed Consolidated Financial Statements, including the current portion, as of the dates indicated:
−Removed: August 4, 2023 February 3, 2023
+Added: November 3, 2023 February 3, 2023
Carrying Value Fair Value Carrying Value Fair Value
10 unchanged sentences
Short-term fixed income debt securities are recorded as other current assets in the Condensed Consolidated Statements of Financial Position.
−Removed: As of both August 4, 2023 and February 3, 2023, total investments were $ 1.6 billion.
+Added: As of both November 3, 2023 and February 3, 2023, total investments were $ 1.6 billion.
Equity and Other Securities
7 unchanged sentences
The following table presents the cost, cumulative unrealized gains, cumulative unrealized losses, and carrying value of the Company's strategic investments in marketable and non-marketable equity securities as of the dates indicated:
−Removed: August 4, 2023 February 3, 2023
+Added: November 3, 2023 February 3, 2023
Cost Unrealized Gain Unrealized Loss Carrying Value Cost Unrealized Gain Unrealized Loss Carrying Value
7 unchanged sentences
The following table presents unrealized gains and losses on marketable and non-marketable equity and other securities for the periods indicated:
−Removed: Three Months Ended Six Months Ended
−Removed: August 4, 2023 July 29, 2022 August 4, 2023 July 29, 2022
+Added: Three Months Ended Nine Months Ended
+Added: November 3, 2023 October 28, 2022 November 3, 2023 October 28, 2022
(in millions)
6 unchanged sentences
Unrealized loss ( 3 ) ( 13 ) ( 49 ) ( 333 )
−Removed: Net unrealized loss (a) ( 41 ) ( 269 ) ( 37 ) ( 248 )
−Removed: Net unrealized loss on equity and other securities $ ( 40 ) $ ( 263 ) $ ( 59 ) $ ( 260 )
+Added: Net unrealized gain (loss) (a) (b) 3 ( 13 ) ( 34 ) ( 261 )
+Added: Net unrealized gain (loss) on equity and other securities $ 3 $ 27 $ ( 56 ) $ ( 233 )
____________________
−Removed: (a) For all periods presented, net unrealized losses on non-marketable securities were primarily attributable to impairments.
−Removed: During the three and six months ended July 29, 2022, the Company recognized $ 310 million of impairments on equity and other securities, which was generally in line with extended public equity market declines.
+Added: (a) For the three months ended November 3, 2023, net gains on non-marketable securities are due to upward adjustments for observable price changes offset by losses primarily attributable to impairments.
+Added: (b) For the nine months ended November 3, 2023 and the three and nine months ended October 28, 2022, net unrealized losses on non-marketable securities were primarily attributable to impairments.
+Added: For the three and nine months ended October 28, 2022, the impairments on equity and other securities were generally in line with extended public equity market declines.
Fixed Income Debt Securities
−Removed: The Company has fixed income debt securities carried at amortized cost which are held as collateral for borrowings.
+Added: The Company has fixed income debt securities carried at amortized cost which are primarily held as collateral for borrowings.
The Company intends to hold the investments to maturity.
−Removed: As of August 4, 2023, the Company held $ 226 million in fixed income debt securities which will mature within one year and $ 83 million in fixed income debt securities which will mature within two to five years.
+Added: As of November 3, 2023, the Company held $ 267 million in fixed income debt securities which will mature within one year and $ 43 million in fixed income debt securities which will mature within five years.
The following table summarizes the Company’s debt securities as of the dates indicated:
−Removed: August 4, 2023 February 3, 2023
+Added: November 3, 2023 February 3, 2023
Cost Unrealized Gain Unrealized Loss Carrying Value Cost Unrealized Gain Unrealized Loss Carrying Value
10 unchanged sentences
In some cases, DFS also offers financing for the purchase of third-party technology products that complement the Dell Technologies portfolio of products and services.
−Removed: New financing originations were $ 2.4 billion and $ 2.3 billion for the three months ended August 4, 2023 and July 29, 2022, respectively, and $ 4.2 billion and $ 4.4 billion for the six months ended August 4, 2023 and July 29, 2022, respectively.
+Added: New financing originations were $ 1.8 billion and $ 2.3 billion for the three months ended November 3, 2023 and October 28, 2022, respectively, and $ 6.0 billion and $ 6.7 billion for the nine months ended November 3, 2023 and October 28, 2022, respectively.
The Company’s lease and loan arrangements with customers are aggregated primarily into the following categories:
−Removed: Revolving loans — Revolving loans offered under private label credit financing programs provide qualified customers with a revolving credit line for the purchase of products and services offered by Dell Technologies.
−Removed: These private label credit financing programs are referred to as Dell Preferred Account (“DPA”) and Dell Business Credit (“DBC”).
−Removed: The DPA product is primarily offered to individual consumer customers, and the DBC product is primarily offered to small and medium-sized commercial customers.
−Removed: Revolving loans in the United States bear interest at a variable annual percentage rate that is tied to the prime rate.
−Removed: Based on historical payment patterns, revolving loan transactions are typically repaid within twelve months on average.
−Removed: Due to the short-term nature of the revolving loan portfolio, the carrying value of the portfolio approximates fair value.
−Removed: As described in Note 1 to the Notes to the Condensed Consolidated Financial Statements, on July 12, 2023, the Company entered into a definitive agreement with Comenity Capital Bank, a subsidiary of Bread Financial Holdings, Inc., to establish a new U.S.
−Removed: DPA program under which transactions will be originated, owned, serviced, and collected by Bread.
−Removed: Under the definitive agreement, the Company will also sell its U.S.
−Removed: consumer revolving customer receivables portfolio.
−Removed: Upon the completion of the sale, such receivables will be serviced by Bread and the Company will have no continuing involvement.
−Removed: The transaction is expected to close in the third quarter of Fiscal 2024, subject to customary closing conditions.
−Removed: In accordance with applicable accounting guidance, the Company concluded that the U.S.
−Removed: consumer revolving customer financing receivables have met the criteria to be classified as held for sale as of August 4, 2023.
−Removed: Accordingly, the Company reclassified $ 389 million, net of allowance, to current assets held for sale on the Condensed Consolidated Statements of Financial Position as of August 4, 2023.
Fixed-term leases and loans — The Company enters into financing arrangements with customers who seek lease financing for equipment.
5 unchanged sentences
The carrying value of these loans approximates fair value.
−Removed: Flexible consumption models, as defined above, enable the Company to offer its customers the option to pay over time to provide them with financial flexibility to meet their changing technological requirements.
+Added: Revolving loans — Revolving loans offered under a private label credit financing program, referred to as Dell Business Credit (“DBC”), provide qualified customers with a revolving credit line for the purchase of products and services offered by Dell Technologies.
+Added: The DBC product is primarily offered to small and medium-sized commercial customers.
+Added: Revolving loans in the United States bear interest at a variable annual percentage rate that is tied to the prime rate.
+Added: Based on historical payment patterns, revolving loan transactions are typically repaid within twelve months on average.
+Added: Due to the short-term nature of the revolving loan portfolio, the carrying value of the portfolio approximates fair value.
+Added: Prior to the sale of the U.S.
+Added: consumer revolving customer receivables portfolio described in Note 1 of the Notes to the Condensed Consolidated Financial Statements, the Company also offered private label credit financing under the Dell Preferred Account (“DPA”) program.
+Added: The DPA product was primarily offered to individual consumer customers.
+Added: Flexible consumption models, as defined above, further enable the Company to offer its customers the option to pay over time to provide them with financial flexibility to meet their changing technological requirements.
Such models may result in identification of embedded lease arrangements that lead to the recognition of operating or sales-type leases.
3 unchanged sentences
The following table presents the components of the Company’s financing receivables segregated by portfolio segment as of the dates indicated:
−Removed: August 4, 2023 February 3, 2023
+Added: November 3, 2023 February 3, 2023
Revolving Fixed-term Total Revolving Fixed-term Total
10 unchanged sentences
(a) Customer receivables, gross include amounts due from customers under revolving loans, fixed-term loans, fixed-term leases, and accrued interest.
−Removed: (b) The decrease in revolving customer financing receivables is attributable to the reclassification of the U.S.
−Removed: consumer revolving portfolio to current assets held for sale, as described above.
+Added: (b) The decrease in revolving customer financing receivables is primarily attributable to the sale of the U.S.
+Added: consumer revolving customer receivables portfolio described in Note 1 of the Notes to the Condensed Consolidated Financial Statements.
The following table presents the changes in allowance for financing receivable losses for the periods indicated:
Three Months Ended
−Removed: August 4, 2023 July 29, 2022
+Added: November 3, 2023 October 28, 2022
Revolving Fixed-term Total Revolving Fixed-term Total
4 unchanged sentences
Provision charged to income statement 4 7 11 8 8 16
−Removed: Held for sale adjustment ( 74 ) — ( 74 ) — — —
Balances at end of period $ 9 $ 144 $ 153 $ 87 $ 99 $ 186
−Removed: Six Months Ended
−Removed: August 4, 2023 July 29, 2022
+Added: Nine Months Ended
+Added: November 3, 2023 October 28, 2022
Revolving Fixed-term Total Revolving Fixed-term Total
4 unchanged sentences
Provision charged to income statement 32 36 68 22 17 39
−Removed: Held for sale adjustment ( 74 ) — ( 74 ) — — —
+Added: Other (a) ( 74 ) — ( 74 ) — — —
Balances at end of period $ 9 $ 144 $ 153 $ 87 $ 99 $ 186
+Added: ____________________
+Added: (a) Other represents the derecognition of the allowance for financing receivable losses related to the sale of the U.S.
+Added: consumer revolving customer receivables portfolio described in Note 1 of the Notes to the Condensed Consolidated Financial Statements.
DELL TECHNOLOGIES INC.
4 unchanged sentences
The following table presents the aging of the Company’s customer financing receivables, gross, including accrued interest, segregated by class, as of the dates indicated:
−Removed: August 4, 2023 February 3, 2023
+Added: November 3, 2023 February 3, 2023
Current Past Due
16 unchanged sentences
The following tables present customer receivables, gross, including accrued interest, by credit quality indicator, segregated by class, as of the dates indicated:
−Removed: August 4, 2023
+Added: November 3, 2023
Fixed-term — Consumer and Commercial
16 unchanged sentences
The categories shown in the tables above segregate customer receivables based on the relative degrees of credit risk.
−Removed: The credit quality indicators for DPA revolving accounts are measured primarily as of each quarter-end date, while all other indicators are generally updated on a periodic basis.
−Removed: For DPA revolving receivables, the Company makes credit decisions based on proprietary scorecards, which include the customer’s credit history, payment history, credit usage, and other credit agency-related elements.
−Removed: The higher quality category includes prime accounts generally comparable to U.S.
−Removed: customer FICO scores of 720 or above.
−Removed: The mid category represents the mid-tier accounts that are comparable to U.S.
−Removed: customer FICO scores from 660 to 719.
−Removed: The lower category is generally sub-prime and represents accounts that are comparable to U.S.
−Removed: customer FICO scores below 660.
+Added: Credit quality indicators for DBC revolving and fixed-term accounts are generally updated on a periodic basis.
For the DBC revolving receivables and fixed-term commercial receivables shown in the table above, an internal grading system is utilized that assigns a credit level score based on a number of considerations, including liquidity, operating performance, and industry outlook.
1 unchanged sentence
The credit quality categories cannot be compared between the different classes as loss experience varies substantially between the classes.
+Added: Prior to the sale of the U.S.
+Added: consumer revolving customer receivables revolving portfolio described in Note 1 of the Notes to the Condensed Consolidated Financial Statements, the Company made credit decisions based on proprietary scorecards, which included the customer’s credit history, payment history, credit usage, and other credit agency-related elements.
+Added: The higher quality category included prime accounts generally comparable to U.S.
+Added: customer FICO scores of 720 or above.
+Added: The mid category represented mid-tier accounts that are comparable to U.S.
+Added: customer FICO scores from 660 to 719.
+Added: The lower category represented accounts that are comparable to U.S.
+Added: customer FICO scores below 660.
DELL TECHNOLOGIES INC.
1 unchanged sentence
The following table presents net revenue, cost of net revenue, and gross margin recognized at the commencement date of sales-type leases for the periods indicated:
−Removed: Three Months Ended Six Months Ended
−Removed: August 4, 2023 July 29, 2022 August 4, 2023 July 29, 2022
+Added: Three Months Ended Nine Months Ended
+Added: November 3, 2023 October 28, 2022 November 3, 2023 October 28, 2022
(in millions)
6 unchanged sentences
The following table presents the future maturity of the Company’s fixed-term customer leases and associated financing payments, and reconciles the undiscounted cash flows to the customer receivables, gross recognized on the Condensed Consolidated Statement of Financial Position as of the date indicated:
−Removed: August 4, 2023
+Added: November 3, 2023
(in millions)
−Removed: Fiscal 2024 (remaining six months) $ 1,445
+Added: Fiscal 2024 (remaining three months) $ 809
Fiscal 2025 2,221
10 unchanged sentences
The following table presents the components of the Company’s operating lease portfolio included in property, plant, and equipment, net as of the dates indicated:
−Removed: August 4, 2023 February 3, 2023
+Added: November 3, 2023 February 3, 2023
(in millions)
5 unchanged sentences
The following table presents operating lease income related to lease payments and depreciation expense for the Company’s operating lease portfolio for the periods indicated:
−Removed: Three Months Ended Six Months Ended
−Removed: August 4, 2023 July 29, 2022 August 4, 2023 July 29, 2022
+Added: Three Months Ended Nine Months Ended
+Added: November 3, 2023 October 28, 2022 November 3, 2023 October 28, 2022
(in millions)
1 unchanged sentence
Depreciation expense $ 234 $ 212 $ 703 $ 571
−Removed: The following table presents the future payments to be received by the Company as lessor in operating lease contracts as of the date indicated:
−Removed: August 4, 2023
+Added: The following table presents the future payments to be received by the Company in operating lease contracts as of the date indicated:
+Added: November 3, 2023
(in millions)
−Removed: Fiscal 2024 (remaining six months) $ 623
+Added: Fiscal 2024 (remaining three months) $ 330
Fiscal 2025 974
6 unchanged sentences
The following table presents DFS debt as of the dates indicated and excludes the allocated portion of the Company’s other borrowings, which represents the additional amount considered to fund the DFS business:
−Removed: August 4, 2023 February 3, 2023
+Added: November 3, 2023 February 3, 2023
DFS debt (in millions)
14 unchanged sentences
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
−Removed: Asset-Based Financing and Securitization Facilities — The Company maintains separate asset-based financing facilities and a securitization facility in the United States, which are revolving facilities for fixed-term leases and loans and for revolving loans, respectively.
+Added: Asset-Based Financing and Securitization Facilities — The Company maintains separate asset-based financing facilities in the United States, which are revolving facilities for fixed-term leases and loans.
This debt is collateralized solely by the U.S.
1 unchanged sentence
The debt has a variable interest rate, and the duration of the debt is based on the terms of the underlying loan and lease payment streams.
−Removed: As of August 4, 2023, the total debt capacity related to the U.S.
−Removed: asset-based financing and securitization facilities was $ 5.6 billion.
+Added: As of November 3, 2023, the total debt capacity related to the U.S.
+Added: asset-based financing facilities was $ 5.1 billion.
The Company enters into interest swap agreements to effectively convert a portion of this debt from a floating rate to a fixed rate.
−Removed: See Note 7 of the Notes to the Condensed Consolidated Financial Statements for additional information about interest rate swaps.
+Added: See Note 7 of the Notes to the Condensed Consolidated Financial Statements for additional information about the Company’s interest rate swaps.
The Company’s two U.S.
asset-based financing facilities for fixed-term leases and loans are effective through July 7, 2025 and June 21, 2024, respectively.
−Removed: The Company’s U.S.
−Removed: securitization facility for revolving loans is effective through June 25, 2025.
−Removed: The Company intends to pay down the U.S.
−Removed: securitization facility for revolving loans prior to the close of the U.S.
−Removed: consumer revolving customer receivables portfolio sale described above.
−Removed: The asset-based financing and securitization facilities contain standard structural features related to the performance of the funded receivables, which include defined credit losses, delinquencies, average credit scores, and minimum collection requirements.
+Added: The asset-based financing facilities contain standard structural features related to the performance of the funded receivables, which include defined credit losses, delinquencies, average credit scores, and minimum collection requirements.
In the event one or more of these criteria are not met and the Company is unable to restructure the facility, no further funding of receivables will be permitted and the timing of the Company’s expected cash flows from over-collateralization will be delayed.
−Removed: As of August 4, 2023, these criteria were met.
+Added: As of November 3, 2023, these criteria were met.
+Added: The Company previously maintained a U.S.
+Added: securitization facility for revolving loans effective through June 25, 2025.
+Added: In connection with the sale of the U.S.
+Added: consumer revolving customer receivables portfolio described in Note 1 of the Notes to the Condensed Consolidated Financial Statements, the Company’s U.S.
+Added: securitization facility for revolving loans was paid down and terminated during the three months ended November 3, 2023.
Fixed-Term Securitization Offerings — The Company periodically issues asset-backed debt securities under fixed-term securitization programs to private investors.
1 unchanged sentence
fixed-term lease and loan payments and associated equipment, which are held by Special Purpose Entities (“SPEs”), as discussed below.
−Removed: The interest rate on these securities is fixed and ranges from 0.43 % to 6.80 % per annum as of August 4, 2023, and the duration of these securities is based on the terms of the underlying lease and loan payment streams.
+Added: The interest rate on these securities is fixed and ranges from 0.53 % to 6.80 % per annum as of November 3, 2023, and the duration of these securities is based on the terms of the underlying lease and loan payment streams.
DFS International Debt
1 unchanged sentence
The debt under this facility has a variable interest rate, and the duration of the debt is based on the terms of the underlying loan and lease payment streams.
−Removed: This facility is effective through December 23, 2024 and had a total debt capacity of $ 876 million as of August 4, 2023.
+Added: This facility is effective through December 23, 2024 and had a total debt capacity of $ 850 million as of November 3, 2023.
The securitization facility contains standard structural features related to the performance of the securitized receivables, which include defined credit losses, delinquencies, average credit scores, and minimum collection requirements.
In the event one or more of these criteria are not met and the Company is unable to restructure the program, no further funding of receivables will be permitted and the timing of the Company’s expected cash flows from over-collateralization will be delayed.
−Removed: As of August 4, 2023, these criteria were met.
+Added: As of November 3, 2023, these criteria were met.
Other Borrowings — In connection with the Company’s international financing operations, the Company has entered into revolving structured financing debt programs related to its fixed-term lease and loan products sold in Canada, Europe, Australia, New Zealand, and the Middle East.
The debt under these programs has a variable interest rate, and the duration of the debt is based on the terms of the underlying loan and lease payment streams.
−Removed: The Canadian facility, which is collateralized solely by Canadian loan and lease payments and associated equipment, had a total debt capacity of $ 337 million as of August 4, 2023 and is effective through January 16, 2025.
−Removed: The European facility, which is collateralized solely by European loan and lease payments and associated equipment, had a total debt capacity of $ 657 million as of August 4, 2023 and is effective through June 14, 2025.
−Removed: The Australia and New Zealand facility, which is collateralized solely by Australia and New Zealand loan and lease payments and associated equipment, had a total debt capacity of $ 295 million as of August 4, 2023 and is effective through April 20, 2025.
−Removed: The Middle East facility, which is collateralized solely by Middle East loan and lease payments and associated equipment, had a total debt capacity of $ 150 million as of August 4, 2023 and is effective through March 24, 2025.
+Added: The Canadian facility, which is collateralized solely by Canadian loan and lease payments and associated equipment, had a total debt capacity of $ 328 million as of November 3, 2023 and is effective through January 16, 2025.
+Added: The European facility, which is collateralized solely by European loan and lease payments and associated equipment, had a total debt capacity of $ 531 million as of November 3, 2023 and is effective through June 14, 2025.
+Added: The Australia and New Zealand facility, which is collateralized solely by Australia and New Zealand loan and lease payments and associated equipment, had a total debt capacity of $ 290 million as of November 3, 2023 and is effective through April 20, 2025.
+Added: The Middle East facility, which is collateralized solely by Middle East loan and lease payments and associated equipment, had a total debt capacity of $ 150 million as of November 3, 2023 and is effective through March 24, 2025.
DELL TECHNOLOGIES INC.
1 unchanged sentence
Note Payable — On May 25, 2022, the Company entered into an unsecured credit agreement to fund receivables in Mexico.
−Removed: As of August 4, 2023, the aggregate principal amount of the note payable was $ 250 million.
+Added: As of November 3, 2023, the aggregate principal amount of the note payable was $ 250 million.
The note bears interest at an annual rate of 4.24 % and will mature on May 31, 2024.
13 unchanged sentences
The following table presents the assets and liabilities held by the consolidated VIEs as of the dates indicated, which are included in the Condensed Consolidated Statements of Financial Position:
−Removed: August 4, 2023 February 3, 2023
+Added: November 3, 2023 February 3, 2023
(in millions)
1 unchanged sentence
Other current assets $ 146 $ 274
−Removed: Current assets held for sale $ 366 $ —
Financing receivables, net of allowance
6 unchanged sentences
Long-term $ 2,753 $ 2,685
−Removed: Lease and loan payments and associated equipment transferred via securitization through SPEs were $ 1.1 billion and $ 1.2 billion for the three months ended August 4, 2023 and July 29, 2022, respectively, and $ 2.6 billion and $ 2.9 billion for the six months ended August 4, 2023 and July 29, 2022, respectively.
−Removed: DELL TECHNOLOGIES INC.
−Removed: NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
+Added: Lease and loan payments and associated equipment transferred via securitization through SPEs were $ 1.1 billion and $ 1.6 billion for the three months ended November 3, 2023 and October 28, 2022, respectively, and $ 3.7 billion and $ 4.5 billion for the nine months ended November 3, 2023 and October 28, 2022, respectively.
Customer Receivable Sales
To manage certain concentrations of customer credit exposure, the Company may sell selected fixed-term customer receivables to unrelated third parties on a periodic basis, without recourse.
−Removed: The amount of customer receivables sold for this purpose was $ 187 million and $ 425 million for the six months ended August 4, 2023 and July 29, 2022, respectively.
+Added: The amount of customer receivables sold for this purpose was $ 205 million and $ 431 million for the nine months ended November 3, 2023 and October 28, 2022, respectively.
The Company’s continuing involvement in these customer receivables is primarily limited to servicing arrangements.
6 unchanged sentences
The Company also leases certain global logistics warehouses, employee vehicles, and equipment.
−Removed: As of August 4, 2023, the remaining terms of the Company’s leases range from one month to approximately ten years .
−Removed: As of August 4, 2023 and February 3, 2023, there were no material finance leases in which the Company was a lessee.
+Added: As of November 3, 2023, the remaining terms of the Company’s leases range from one month to approximately ten years .
+Added: As of November 3, 2023 and February 3, 2023, there were no material finance leases in which the Company was a lessee.
The Company also enters into leasing transactions in which the Company is the lessor, primarily through customer financing arrangements offered through DFS.
2 unchanged sentences
The following table presents components of lease costs included in the Condensed Consolidated Statements of Income for the periods indicated:
−Removed: Three Months Ended Six Months Ended
−Removed: August 4, 2023 July 29, 2022 August 4, 2023 July 29, 2022
+Added: Three Months Ended Nine Months Ended
+Added: November 3, 2023 October 28, 2022 November 3, 2023 October 28, 2022
(in millions)
2 unchanged sentences
Total lease costs $ 98 $ 92 $ 283 $ 280
−Removed: For both the six months ended August 4, 2023 and July 29, 2022, sublease income, finance lease costs, and short-term lease costs were immaterial.
+Added: For both the nine months ended November 3, 2023 and October 28, 2022, sublease income, finance lease costs, and short-term lease costs were immaterial.
The following table presents supplemental information related to operating leases included in the Condensed Consolidated Statements of Financial Position as of the dates indicated:
−Removed: Classification August 4, 2023 February 3, 2023
+Added: Classification November 3, 2023 February 3, 2023
(in millions, except for term and discount rate)
8 unchanged sentences
The following table presents supplemental cash flow information related to leases for the periods indicated:
−Removed: Six Months Ended
−Removed: August 4, 2023 July 29, 2022
+Added: Nine Months Ended
+Added: November 3, 2023 October 28, 2022
(in millions)
−Removed: Cash paid for amounts included in the measurement of lease liabilities —
−Removed: operating cash outflows from operating leases $ 153 $ 156
+Added: Cash paid for amounts included in the measurement of lease liabilities — operating cash outflows from operating leases $ 220 $ 230
Right-of-use assets obtained in exchange for new operating lease liabilities $ 205 $ 134
The following table presents the future maturity of the Company’s operating lease liabilities under non-cancelable leases and reconciles the undiscounted cash flows for these leases to the lease liability recognized on the Condensed Consolidated Statements of Financial Position as of the date indicated:
−Removed: August 4, 2023
+Added: November 3, 2023
(in millions)
−Removed: Fiscal 2024 (remaining six months) $ 131
+Added: Fiscal 2024 (remaining three months) $ 63
Fiscal 2025 240
7 unchanged sentences
Non-current operating lease liabilities $ 588
−Removed: As of August 4, 2023, the Company’s undiscounted operating leases that had not yet commenced were immaterial.
+Added: As of November 3, 2023, the Company’s undiscounted operating leases that had not yet commenced were immaterial.
DELL TECHNOLOGIES INC.
2 unchanged sentences
The following table summarizes the Company’s outstanding debt as of the dates indicated:
−Removed: August 4, 2023 February 3, 2023
+Added: November 3, 2023 February 3, 2023
(in millions)
19 unchanged sentences
DFS Debt (Note 4)
−Removed: 10,043 10,290
Other 181 325
5 unchanged sentences
Total long-term debt, carrying value $ 20,119 $ 23,015
−Removed: During the six months ended August 4, 2023, the net decrease in the Company’s debt balance was principally attributable to:
+Added: During the nine months ended November 3, 2023, the net decrease in the Company’s debt balance was principally attributable to:
• the repayment of $ 1 billion principal amount of the 5.45 % Senior Notes due June 2023;
17 unchanged sentences
The borrowers may voluntarily repay outstanding loans under the 2021 Revolving Credit Facility at any time without premium or penalty, other than customary breakage costs.
−Removed: As of August 4, 2023, the Company had no outstanding borrowings under the 2021 Revolving Credit Facility.
+Added: As of November 3, 2023, the Company had no outstanding borrowings under the 2021 Revolving Credit Facility.
Commercial Paper Program — During Fiscal 2023, the Company established a commercial paper program under which the Company may issue unsecured notes in a maximum aggregate face amount of $ 5.0 billion outstanding at any time, with maturities up to 397 days from the date of issuance.
2 unchanged sentences
The proceeds of the notes are used for general corporate purposes.
−Removed: As of August 4, 2023, the Company had no outstanding borrowings under the commercial paper program.
+Added: As of November 3, 2023, the Company had no outstanding borrowings under the commercial paper program.
The Company may purchase, redeem, prepay, refinance, or otherwise retire any amount of outstanding indebtedness under the terms of such indebtedness at any time and from time to time, in open market or negotiated transactions with the holders of such indebtedness or otherwise, as considered appropriate in light of market conditions and other relevant factors.
2 unchanged sentences
The 2021 Revolving Credit Facility is also subject to an interest coverage ratio covenant that is tested at the end of each fiscal quarter with respect to the Company’s preceding four fiscal quarters.
−Removed: The Company was in compliance with this financial covenant as of August 4, 2023.
+Added: The Company was in compliance with this financial covenant as of November 3, 2023.
DELL TECHNOLOGIES INC.
1 unchanged sentence
Aggregate Future Maturities
−Removed: The following table presents the aggregate future maturities of the Company’s debt as of August 4, 2023 for the periods indicated:
+Added: The following table presents the aggregate future maturities of the Company’s debt as of November 3, 2023 for the periods indicated:
Maturities by Fiscal Year
−Removed: 2024 (remaining six months) 2025 2026 2027 2028 Thereafter Total
+Added: 2024 (remaining three months) 2025 2026 2027 2028 Thereafter Total
(in millions)
20 unchanged sentences
The majority of these contracts typically expire in twelve months or less.
−Removed: During the three and six months ended August 4, 2023 and July 29, 2022, the Company did not discontinue any cash flow hedges related to foreign exchange contracts that had a material impact on the Company’s results of operations due to the probability that the forecasted cash flows would not occur.
+Added: During the three and nine months ended November 3, 2023 and October 28, 2022, the Company did not discontinue any cash flow hedges related to foreign exchange contracts that had a material impact on the Company’s results of operations due to the probability that the forecasted cash flows would not occur.
The Company uses forward contracts to hedge monetary assets and liabilities denominated in a foreign currency.
10 unchanged sentences
The Company also uses interest rate swaps to manage the cash flows related to interest payments on Eurobonds.
−Removed: The interest rate swaps economically convert the fixed rate on its bonds to a floating rate to match the underlying lease repayments profile.
+Added: The interest rate swaps economically convert the fixed rate on the Company’s bonds to a floating rate to match the underlying lease repayments profile.
These contracts are not designated for hedge accounting and most expire within five years or less.
9 unchanged sentences
During Fiscal 2023, the Company entered into interest rate swaps designated as fair value hedges intended to hedge a portion of its interest rate exposure by converting the fixed interest rate of a certain tranche of debt to a floating interest rate based on the benchmark SOFR Overnight Index Swap rate.
−Removed: The gains and losses related to changes in the fair value of the interest rate swaps perfectly offset changes in the fair value of the hedged portion of the underlying debt that are attributable to the changes in the underlying benchmark interest rate.
−Removed: During the three months ended August 4, 2023, the Company repaid the hedged debt and terminated the associated interest rate swaps.
+Added: The gains and losses related to changes in the fair value of such interest rate swaps perfectly offset changes in the fair value of the hedged portion of the underlying debt that were attributable to the changes in the underlying benchmark interest rate.
+Added: During the nine months ended November 3, 2023, the Company repaid the hedged debt and terminated the associated interest rate swaps.
Derivative Instruments
The following table presents the notional amounts of outstanding derivative instruments as of the dates indicated:
−Removed: August 4, 2023 February 3, 2023
+Added: November 3, 2023 February 3, 2023
(in millions)
10 unchanged sentences
(in millions) (in millions)
−Removed: For the three months ended August 4, 2023:
+Added: For the three months ended November 3, 2023:
Total net revenue $ 83
2 unchanged sentences
Total $ 171 Total $ 84
−Removed: For the three months ended July 29, 2022:
+Added: For the three months ended October 28, 2022:
Total net revenue $ 324
6 unchanged sentences
(in millions) (in millions)
−Removed: For the six months ended August 4, 2023:
+Added: For the nine months ended November 3, 2023:
Total net revenue $ ( 68 )
2 unchanged sentences
Total $ 230 Total $ ( 75 )
−Removed: For the six months ended July 29, 2022:
+Added: For the nine months ended October 28, 2022:
Total net revenue $ 754
3 unchanged sentences
The following table presents the effect of derivative instruments not designated as hedging instruments on the Condensed Consolidated Statements of Income for the periods indicated:
−Removed: Three Months Ended Six Months Ended
−Removed: August 4, 2023 July 29, 2022 August 4, 2023 July 29, 2022 Location of Gain (Loss) Recognized
+Added: Three Months Ended Nine Months Ended
+Added: November 3, 2023 October 28, 2022 November 3, 2023 October 28, 2022 Location of Gain (Loss) Recognized
(in millions)
6 unchanged sentences
The following tables present the fair value of those derivative instruments presented on a gross basis as of the dates indicated:
−Removed: August 4, 2023
+Added: November 3, 2023
Other Current
25 unchanged sentences
Interest rate contracts in a liability position — — — ( 6 ) ( 6 )
−Removed: Net asset ( 14 ) — ( 112 ) ( 6 ) ( 132 )
+Added: Net asset (liability) ( 14 ) — ( 112 ) ( 6 ) ( 132 )
Derivatives not designated as hedging instruments:
8 unchanged sentences
The following tables present the gross amounts of the Company’s derivative instruments, amounts offset due to master netting agreements with the Company’s counterparties, and the net amounts recognized in the Condensed Consolidated Statements of Financial Position as of the dates indicated:
−Removed: August 4, 2023
+Added: November 3, 2023
Gross Amounts of Recognized Assets/ (Liabilities) Gross Amounts Offset in the Statement of Financial Position Net Amounts of Assets/(Liabilities) Presented in the Statement of Financial Position Gross Amounts not Offset in the Statement of Financial Position Net Amount of Assets/ (Liabilities) Recognized in the Statement of Financial Position
22 unchanged sentences
Balances as of February 3, 2023 $ 15,017 $ 4,232 $ 427 $ 19,676
+Added: Goodwill acquired (a) 82 — — 82
Impact of foreign currency translation and other ( 142 ) — — ( 142 )
−Removed: Balances as of August 4, 2023 $ 14,981 $ 4,232 $ 427 $ 19,640
+Added: Balances as of November 3, 2023 $ 14,957 $ 4,232 $ 427 $ 19,616
+Added: ____________________
+Added: (a) Goodwill acquired represents goodwill recognized in connection with the Company’s acquisition of Moogsoft Inc.
+Added: during the three months ended November 3, 2023.
Intangible Assets
The following table presents the Company’s intangible assets as of the dates indicated:
−Removed: August 4, 2023 February 3, 2023
+Added: November 3, 2023 February 3, 2023
Gross Accumulated
8 unchanged sentences
Total intangible assets $ 30,434 $ ( 24,527 ) $ 5,907 $ 30,382 $ ( 23,914 ) $ 6,468
−Removed: Amortization expense related to definite-lived intangible assets was $ 209 million and $ 244 million for the three months ended August 4, 2023 and July 29, 2022, respectively, and $ 408 million and $ 487 million for the six months ended August 4, 2023 and July 29, 2022, respectively.
−Removed: There were no material impairment charges related to intangible assets during the three or six months ended August 4, 2023 and July 29, 2022.
+Added: Amortization expense related to definite-lived intangible assets was $ 205 million and $ 245 million for the three months ended November 3, 2023 and October 28, 2022, respectively, and $ 613 million and $ 732 million for the nine months ended November 3, 2023 and October 28, 2022, respectively.
+Added: There were no material impairment charges related to intangible assets during the three and nine months ended November 3, 2023 and October 28, 2022.
DELL TECHNOLOGIES INC.
1 unchanged sentence
The following table presents the estimated future annual pre-tax amortization expense of definite-lived intangible assets as of the date indicated:
−Removed: August 4, 2023
+Added: November 3, 2023
(in millions)
−Removed: Fiscal 2024 (remaining six months) $ 408
+Added: Fiscal 2024 (remaining three months) $ 205
Fiscal 2025 654
6 unchanged sentences
Goodwill and indefinite-lived intangible assets are tested for impairment annually during the third fiscal quarter and whenever events or circumstances may indicate that an impairment has occurred.
−Removed: For the annual impairment review during the third quarter of Fiscal 2023, the Company elected to bypass the assessment of qualitative factors to determine whether it was more likely than not that the fair value of a reporting unit was less than its carrying amount, including goodwill.
+Added: For the annual impairment review of the Infrastructure Solutions Group (“ISG”) and Client Solutions Group (“CSG”) reporting units during the third quarter of Fiscal 2024, the Company elected to bypass the assessment of qualitative factors to determine whether it was more likely than not that the fair value of a reporting unit was less than its carrying amount, including goodwill.
In electing to bypass the qualitative assessment, the Company proceeded directly to perform a quantitative goodwill impairment test to measure the fair value of each goodwill reporting unit relative to its carrying amount, and to determine the amount of goodwill impairment loss to be recognized, if any.
+Added: For the remaining reporting units, the Company performed a qualitative assessment of goodwill at the reporting unit level.
+Added: The qualitative assessment included consideration of the relevant events and circumstances affecting the reporting unit, including macroeconomic, industry and market conditions, overall financial performance, and trends in the public company market valuation, where applicable.
Management exercised significant judgment related to the above assessment, including the identification of goodwill reporting units, assignment of assets and liabilities to goodwill reporting units, assignment of goodwill to reporting units, and determination of the fair value of each goodwill reporting unit.
−Removed: The fair value of each goodwill reporting unit is generally estimated using a combination of public company multiples and discounted cash flow methodologies.
+Added: For the quantitative goodwill impairment test, the fair value of each goodwill reporting unit is generally estimated using a combination of public company multiples and discounted cash flow methodologies.
The discounted cash flow and public company multiples methodologies require significant judgment, including estimation of future revenues, gross margins, and operating expenses, which are dependent on internal forecasts, current and anticipated economic conditions and trends, selection of market multiples through assessment of the reporting unit’s performance relative to peer competitors, the estimation of the long-term revenue growth rate and discount rate of the Company’s business, and the determination of the Company’s weighted average cost of capital.
3 unchanged sentences
Changes in these estimates and assumptions could materially affect the fair value of the indefinite-lived intangible assets, potentially resulting in a non-cash impairment charge.
−Removed: Based on the results of the annual impairment test performed during Fiscal 2023, the fair values of each of the reporting units and indefinite-lived intangibles exceeded their carrying values.
−Removed: No goodwill or indefinite-lived assets impairment test was performed during the six months ended August 4, 2023.
+Added: Based on the results of the annual impairment test performed during the three months ended November 3, 2023, the fair values of each of the reporting units and indefinite-lived intangibles exceeded their carrying values.
+Added: No goodwill or indefinite-lived assets impairment test was performed during the nine months ended November 3, 2023 other than the Company’s annual impairment review.
DELL TECHNOLOGIES INC.
5 unchanged sentences
The following table presents the changes in the Company’s deferred revenue for the periods indicated:
−Removed: Three Months Ended Six Months Ended
−Removed: August 4, 2023 July 29, 2022 August 4, 2023 July 29, 2022
+Added: Three Months Ended Nine Months Ended
+Added: November 3, 2023 October 28, 2022 November 3, 2023 October 28, 2022
(in millions)
8 unchanged sentences
____________________
−Removed: (a) For the six months ended July 29, 2022, Other represents the reclassification of deferred revenue to accrued and other liabilities.
+Added: (a) For the nine months ended October 28, 2022, Other represents the reclassification of deferred revenue to accrued and other liabilities.
Remaining Performance Obligations — Remaining performance obligations represent the aggregate amount of the transaction price allocated to performance obligations not delivered, or partially undelivered, as of the end of the reporting period.
Remaining performance obligations include deferred revenue plus unbilled amounts not yet recorded in deferred revenue.
−Removed: The value of the transaction price allocated to remaining performance obligations as of August 4, 2023 was approximately $ 39 billion.
+Added: The value of the transaction price allocated to remaining performance obligations as of November 3, 2023 was approximately $ 39 billion.
The Company expects to recognize approximately 58 % of remaining performance obligations as revenue in the next twelve months , and the remainder thereafter.
5 unchanged sentences
NOTE 10 — COMMITMENTS AND CONTINGENCIES
+Added: Purchase Obligations
+Added: The Company has contractual obligations to purchase goods or services, which specify significant terms (including fixed or minimum quantities to be purchased), fixed, minimum, or variable price provisions;
+Added: and the approximate timing of the transaction.
+Added: As of November 3, 2023, such purchase obligations were $ 3.8 billion for the remaining three months of Fiscal 2024;
+Added: $ 0.8 billion for Fiscal 2025;
+Added: and $ 0.6 billion for Fiscal 2026 and thereafter.
Legal Matters
17 unchanged sentences
A special committee of the Board of Directors consisting of directors who were not defendants in the action, advised by independent counsel, informed the Board of Directors of its determination that the defendants are entitled to indemnification under the foregoing obligations.
+Added: DELL TECHNOLOGIES INC.
+Added: NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
During Fiscal 2023, the Company established a $ 1.0 billion liability on the Consolidated Statements of Financial Position and recognized $ 0.9 billion expense, net of $ 106 million in insurance proceeds, within interest and other, net within the Consolidated Statements of Income related to the settlement agreement.
The Company accounted for the expected insurance proceeds as a loss recovery and recognized a benefit within interest and other, net within the Condensed Consolidated Statements of Income and corresponding receivable on the Condensed Consolidated Statements of Financial Position.
−Removed: On May 16, 2023, the Company paid the settlement amount following approval of the settlement by the Delaware Court of Chancery.
+Added: On May 16, 2023, during the second quarter of Fiscal 2024, the Company paid the settlement amount following approval of the settlement by the Delaware Court of Chancery.
The payment is reflected within cash flows from operating activities within the Condensed Consolidated Statements of Cash Flows.
The Company does not expect to incur additional expenses with respect to the settlement.
−Removed: DELL TECHNOLOGIES INC.
−Removed: NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
Other Litigation — Dell does not currently anticipate that any of the other various legal proceedings it is involved in will have a material adverse effect on its business, financial condition, results of operations, or cash flows.
1 unchanged sentence
In addition, the Company also discloses matters based on its consideration of other matters and qualitative factors, including the experience of other companies in the industry, and investor, customer, and employee relations considerations.
−Removed: As of August 4, 2023, the Company does not believe there is a reasonable possibility that a material loss exceeding the amounts already accrued for these or other proceedings or matters has been incurred.
+Added: As of November 3, 2023, the Company does not believe there is a reasonable possibility that a material loss exceeding the amounts already accrued for these or other proceedings or matters has been incurred.
However, since the ultimate resolution of any such proceedings and matters is inherently unpredictable, the Company’s business, financial condition, results of operations, or cash flows could be materially affected in any particular period by unfavorable outcomes in one or more of these proceedings or matters.
6 unchanged sentences
upon the completion of the spin-off of VMware, Inc.
−Removed: by means of a special stock dividend (the “VMware Spin-off”) on November 1, 2021, Dell Technologies has agreed to indemnify VMware, Inc., each of its subsidiaries and each of their respective directors, officers, and employees from and against all liabilities relating to, arising out of or resulting from, among other matters, the liabilities allocated to Dell Technologies as part of the separation of Dell Technologies and VMware, Inc.
+Added: by means of a special stock dividend (the “VMware Spin-off”) on November 1, 2021, Dell Technologies agreed to indemnify VMware, Inc., each of its subsidiaries and each of their respective directors, officers, and employees from and against all liabilities relating to, arising out of or resulting from, among other matters, the liabilities allocated to Dell Technologies as part of the separation of Dell Technologies and VMware, Inc.
(individually and together with its subsidiaries, “VMware”) and their respective businesses (the “Separation”).
−Removed: VMware similarly has agreed to indemnify Dell Technologies Inc., each of its subsidiaries and each of their respective directors, officers, and employees from and against all liabilities relating to, arising out of or resulting from, among other matters, the liabilities allocated to VMware as part of the Separation.
+Added: VMware similarly agreed to indemnify Dell Technologies Inc., each of its subsidiaries and each of their respective directors, officers, and employees from and against all liabilities relating to, arising out of or resulting from, among other matters, the liabilities allocated to VMware as part of the Separation.
Dell Technologies expects VMware to fully perform under the terms of the Separation and Distribution Agreement.
3 unchanged sentences
NOTE 11 — INCOME AND OTHER TAXES
−Removed: For the three months ended August 4, 2023, the Company’s effective income tax rate was 36.3 % on pre-tax income of $ 0.7 billion compared to 20.3 % on pre-tax income of $ 0.6 billion for the three months ended July 29, 2022.
−Removed: For the six months ended August 4, 2023, the Company’s effective income tax rate was 27.2 % on pre-tax income of $ 1.4 billion compared to 14.8 % on pre-tax income of $ 1.8 billion for the six months ended July 29, 2022.
−Removed: The changes in the Company’s effective income tax rate were attributable to changes in the Company’s jurisdictional mix of income, higher U.S.
−Removed: tax on foreign operations, and the impact of discrete tax items.
+Added: For the three months ended November 3, 2023, the Company’s effective income tax rate was 14.9 % on pre-tax income of $ 1.2 billion compared to 46.9 % on pre-tax income of $ 0.5 billion for the three months ended October 28, 2022.
+Added: The decline in the Company’s effective tax rate was primarily attributable to the impact of expenses recognized during the three months ended October 28, 2022 in connection with the agreement to settle the Class V transaction litigation described in Note 10 of the Notes to the Condensed Consolidated Financial Statements.
+Added: Other changes in the Company’s effective income tax rate were attributable to higher U.S.
+Added: tax on foreign operations, changes in the Company’s jurisdictional mix of income, and the impact of discrete tax items.
+Added: For the nine months ended November 3, 2023, the Company’s effective income tax rate was 21.6 % on pre-tax income of $ 2.6 billion compared to 21.1 % on pre-tax income of $ 2.3 billion for the nine months ended October 28, 2022.
+Added: The increase in the Company’s effective tax rate was attributable to higher U.S.
+Added: tax on the Company’s foreign operations, changes in the Company’s jurisdictional mix of income, and the impact of discrete tax items, largely offset by the impact of the litigation expenses discussed above.
The differences between the estimated effective income tax rates and the U.S.
5 unchanged sentences
Many of these tax holidays and reduced tax rates may be extended when certain conditions are met or may be terminated early if certain conditions are not met or as a result of changes in tax legislation.
−Removed: As of August 4, 2023, the Company was not aware of any matters of noncompliance related to these tax holidays or enacted tax legislative changes affecting these tax holidays.
+Added: As of November 3, 2023, the Company was not aware of any matters of noncompliance related to these tax holidays or enacted tax legislative changes affecting these tax holidays.
In June 2023, the Company received Revenue Agent’s Reports for the examination by the Internal Revenue Service (“IRS”) of fiscal years 2015 through 2017 and fiscal years 2018 through 2019.
−Removed: The Company agreed with the IRS assessments relating to fiscal years 2015 through 2017 and settled those positions on August 24, 2023.
−Removed: The impact to the financial statements for that settlement is not material.
+Added: The Company agreed with the IRS assessments relating to fiscal years 2015 through 2017 and settled those positions in August 2023.
+Added: The impact to the financial statements for that settlement was not material.
For fiscal years 2018 through 2019, the IRS proposed adjustments primarily relating to certain transactions the Company completed as part of its business integration efforts, with which the Company disagrees and which it will contest through the IRS administrative appeals procedures.
−Removed: In August 2023, subsequent to the close of the Company’s second quarter of fiscal year 2024, the Company submitted a written protest to the IRS relating to certain assessments.
−Removed: The Company anticipates the appeals process for the resolution of these matters will extend beyond the next twelve months.
+Added: In August 2023, the Company submitted a written protest to the IRS relating to certain assessments.
+Added: The Company anticipates that the appeals process for the resolution of these matters will extend beyond the next twelve months.
+Added: In September 2023, the IRS commenced a federal income tax examination of fiscal years 2020 through 2022.
The Company is also currently under income tax audits in various U.S.
6 unchanged sentences
Judgment is required in evaluating the Company’s uncertain tax positions and determining the Company’s provision for income taxes.
−Removed: Unrecognized tax benefits were $ 1.3 billion as of both August 4, 2023 and February 3, 2023 and are included in other non-current liabilities in the Condensed Consolidated Statements of Financial Position.
−Removed: Although timing of resolution or closure of uncertain tax positions is not certain, the Company believes it is reasonably possible that certain tax matters in various jurisdictions could be concluded within the next twelve months.
+Added: Unrecognized tax benefits were $ 1.2 billion and $ 1.3 billion as of November 3, 2023 and February 3, 2023, respectively, and are included in other non-current liabilities in the Condensed Consolidated Statements of Financial Position.
+Added: Although the timing of resolution or closure of uncertain tax positions is not certain, the Company believes it is reasonably possible that certain tax matters in various jurisdictions could be concluded within the next twelve months.
The resolution of these matters could reduce the Company’s unrecognized tax benefits up to $ 0.4 billion including interest and penalties.
16 unchanged sentences
Balances as of February 3, 2023 $ ( 747 ) $ ( 222 ) $ ( 32 ) $ ( 1,001 )
−Removed: Other comprehensive income before reclassifications 25 59 1 85
+Added: Other comprehensive income (loss) before reclassifications ( 130 ) 230 3 103
Amounts reclassified from accumulated other comprehensive income (loss) — 75 — 75
Total change for the period ( 130 ) 305 3 178
−Removed: Balances as of August 4, 2023 $ ( 722 ) $ ( 4 ) $ ( 31 ) $ ( 757 )
+Added: Balances as of November 3, 2023 $ ( 877 ) $ 83 $ ( 29 ) $ ( 823 )
Amounts related to the Company’s cash flow hedges are reclassified to net income during the same period in which the items being hedged are recognized in earnings.
See Note 7 of the Notes to the Condensed Consolidated Financial Statements for more information on the Company’s derivative instruments.
+Added: DELL TECHNOLOGIES INC.
+Added: NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
The following table presents reclassifications out of accumulated other comprehensive income (loss), net of tax, to net income for the periods indicated:
−Removed: Three Months Ended Six Months Ended
−Removed: August 4, 2023 July 29, 2022 August 4, 2023 July 29, 2022
−Removed: Cash Flow Hedges
+Added: Three Months Ended
+Added: November 3, 2023 October 28, 2022
+Added: Cash Flow Hedges Pensions Total Cash Flow Hedges Pensions Total
(in millions)
2 unchanged sentences
Cost of net revenue 1 — 1 — — —
+Added: Operating expenses — — — — ( 1 ) ( 1 )
Total reclassifications, net of tax $ 84 $ — $ 84 $ 324 $ ( 1 ) $ 323
+Added: Nine Months Ended
+Added: November 3, 2023 October 28, 2022
+Added: Cash Flow Hedges Pensions Total Cash Flow Hedges Pensions Total
+Added: (in millions)
+Added: Total reclassifications, net of tax:
+Added: Net revenue $ ( 68 ) $ — $ ( 68 ) $ 754 $ — $ 754
+Added: Cost of net revenue ( 7 ) — ( 7 ) ( 28 ) — ( 28 )
+Added: Operating expenses — — — — ( 1 ) ( 1 )
+Added: Total reclassifications, net of tax $ ( 75 ) $ — $ ( 75 ) $ 726 $ ( 1 ) $ 725
DELL TECHNOLOGIES INC.
4 unchanged sentences
(in millions)
−Removed: Common stock as of August 4, 2023
+Added: Common stock as of November 3, 2023
Class A 600 379 379
11 unchanged sentences
The Company is authorized to issue one million shares of preferred stock, par value $ 0.01 per share.
−Removed: As of August 4, 2023 and February 3, 2023, no shares of preferred stock were issued or outstanding.
+Added: As of November 3, 2023 and February 3, 2023, no shares of preferred stock were issued or outstanding.
Dell Technologies Common Stock — The Class A Common Stock, the Class B Common Stock, the Class C Common Stock, and the Class D Common Stock are collectively referred to as Dell Technologies Common Stock.
6 unchanged sentences
Conversion Rights — Under the Company’s certificate of incorporation, at any time and from time to time, any holder of Class A Common Stock or Class B Common Stock has the right to convert all or any of the shares of Class A Common Stock or Class B Common Stock, as applicable, held by such holder into shares of Class C Common Stock on a one -to-one basis.
−Removed: During the three months ended August 4, 2023, the Company issued 4,716,548 shares of Class C Common Stock to stockholders upon the conversion of the same number of shares of Class B Common Stock into Class C Common Stock in accordance with the Company’s certificate of incorporation.
+Added: During the nine months ended November 3, 2023, the Company issued 4.7 million shares of Class C Common Stock to stockholders upon the conversion of the same number of shares of Class B Common Stock into Class C Common Stock in accordance with the Company’s certificate of incorporation.
+Added: During the nine months ended October 28, 2022, there were no conversions of shares of Class A Common Stock or Class B Common Stock into shares of Class C Common Stock.
DELL TECHNOLOGIES INC.
7 unchanged sentences
August 4, 2023 June 16, 2023 July 25, 2023 August 4, 2023 $ 0.37 $ 268
+Added: November 3, 2023 September 28, 2023 October 24, 2023 November 3, 2023 $ 0.37 $ 266
April 29, 2022 February 24, 2022 April 20, 2022 April 29, 2022 $ 0.33 $ 248
July 29, 2022 June 7, 2022 July 20, 2022 July 29, 2022 $ 0.33 $ 242
−Removed: During the three and six months ended August 4, 2023, the Company also paid an immaterial amount of dividend equivalents on eligible vested equity awards which are not reflected above.
+Added: October 28, 2022 September 6, 2022 October 19, 2022 October 28, 2022 $ 0.33 $ 238
+Added: During the three and nine months ended November 3, 2023, the Company also paid an immaterial amount of dividend equivalents on eligible vested equity awards which are not reflected above.
Repurchases of Common Stock
Effective as of September 23, 2021, the Company’s Board of Directors approved a stock repurchase program under which the Company is authorized to repurchase up to $ 5 billion of shares of Class C Common Stock with no fixed expiration date.
−Removed: During the six months ended August 4, 2023, the Company repurchased approximately 11 million shares of Class C Common Stock for a total purchase price of approximately $ 0.5 billion.
−Removed: During the six months ended July 29, 2022, the Company repurchased approximately 42 million shares of Class C Common Stock for a total purchase price of approximately $ 2.1 billion.
+Added: Effective as of October 5, 2023, the Company’s Board of Directors approved the repurchase of an additional $ 5 billion of shares of the Company’s Class C Common Stock with no fixed expiration date.
+Added: Following the approval, the Company had approximately $ 5.7 billion in authorized amount remaining under the stock repurchase program.
+Added: During the nine months ended November 3, 2023, the Company repurchased approximately 22 million shares of Class C Common Stock for a total purchase price of approximately $ 1.3 billion.
+Added: During the nine months ended October 28, 2022, the Company repurchased approximately 59 million shares of Class C Common Stock for a total purchase price of approximately $ 2.7 billion.
The above repurchases of Class C Common Stock exclude shares withheld from stock awards to settle employee tax withholding obligations related to the vesting of such awards.
6 unchanged sentences
The following table presents basic and diluted earnings per share for the periods indicated:
−Removed: Three Months Ended Six Months Ended
−Removed: August 4, 2023 July 29, 2022 August 4, 2023 July 29, 2022
+Added: Three Months Ended Nine Months Ended
+Added: November 3, 2023 October 28, 2022 November 3, 2023 October 28, 2022
Earnings per share attributable to Dell Technologies Inc.
2 unchanged sentences
The following table presents the computation of basic and diluted earnings per share for the periods indicated:
−Removed: Three Months Ended Six Months Ended
−Removed: August 4, 2023 July 29, 2022 August 4, 2023 July 29, 2022
+Added: Three Months Ended Nine Months Ended
+Added: November 3, 2023 October 28, 2022 November 3, 2023 October 28, 2022
(in millions)
5 unchanged sentences
722 728 724 740
−Removed: Dilutive effect of options, restricted stock units, restricted stock, and other 12 16 12 22
+Added: Dilutive effect of equity awards 18 15 14 19
Weighted-average shares outstanding — diluted
4 unchanged sentences
NOTE 15 — RELATED PARTY TRANSACTIONS
−Removed: VMware is considered to be a related party of the Company as a result of Michael Dell’s ownership interests in both Dell Technologies and VMware as well as Mr.
+Added: For the periods presented within this report, VMware was considered to be a related party of the Company as a result of Michael Dell’s ownership interests in both Dell Technologies and VMware as well as Mr.
Dell’s service as Chairman and Chief Executive Officer of Dell Technologies and as Chairman of the Board of VMware, Inc.
−Removed: The information provided below includes a summary of transactions with VMware.
+Added: Subsequent to the close of the Company’s third quarter of Fiscal 2024, Broadcom Inc.
+Added: completed its acquisition of VMware and terminated the preexisting related party relationship.
+Added: See Note 18 of the Notes to the Condensed Consolidated Financial Statements for more information about the impact of the transaction on the Company’s relationship with VMware.
+Added: The information provided below includes a summary of transactions with VMware for the periods presented.
Transactions with related parties other than VMware during the periods presented were immaterial, individually and in aggregate.
Transactions with VMware
−Removed: Dell Technologies and VMware engage in the following ongoing related party transactions:
• Pursuant to original equipment manufacturer and reseller arrangements, Dell Technologies integrates or bundles VMware’s products and services with Dell Technologies’ products and sells them to end-users.
1 unchanged sentence
Where applicable, costs under these arrangements are presented net of rebates received by Dell Technologies.
−Removed: • Dell Technologies procures products and services from VMware for its internal use.
−Removed: For the three and six months ended August 4, 2023 and July 29, 2022, costs incurred associated with products and services purchased from VMware for internal use were immaterial.
+Added: • Dell Technologies may procure products and services from VMware for its internal use.
+Added: For the three and nine months ended November 3, 2023 and October 28, 2022, costs incurred associated with products and services purchased from VMware for internal use were immaterial.
• Dell Technologies sells and leases products and sells services to VMware.
−Removed: For the three and six months ended August 4, 2023 and July 29, 2022, revenue recognized from sales of services to VMware was immaterial.
+Added: For the three and nine months ended November 3, 2023 and October 28, 2022, revenue recognized from sales of services to VMware was immaterial.
• DFS provides financing to certain VMware end-users.
2 unchanged sentences
• Dell Technologies and VMware also enter into joint marketing, sales, and branding arrangements, for which both parties may incur costs.
−Removed: For the three and six months ended August 4, 2023 and July 29, 2022, consideration received from VMware for joint marketing, sales, and branding arrangements was immaterial.
+Added: For the three and nine months ended November 3, 2023 and October 28, 2022, consideration received from VMware for joint marketing, sales, and branding arrangements was immaterial.
• Dell Technologies and VMware entered into a transition services agreement in connection with the VMware Spin-off to provide various support services, including investment advisory services, certain support services from Dell Technologies personnel, and other transitional services.
−Removed: Costs associated with this agreement were immaterial for the three and six months ended July 29, 2022.
+Added: Costs associated with this agreement were immaterial for the three and nine months ended October 28, 2022.
Activities under the agreement concluded during Fiscal 2023.
2 unchanged sentences
The following table presents information about the impact of Dell Technologies’ related party transactions with VMware on the Condensed Consolidated Statements of Income for the periods indicated:
−Removed: Three Months Ended Six Months Ended
−Removed: Classification August 4, 2023 July 29, 2022 August 4, 2023 July 29, 2022
+Added: Three Months Ended Nine Months Ended
+Added: Classification November 3, 2023 October 28, 2022 November 3, 2023 October 28, 2022
(in millions)
3 unchanged sentences
The following table presents information about the impact of Dell Technologies’ related party transactions with VMware on the Condensed Consolidated Statements of Financial Position as of the dates indicated:
−Removed: Classification August 4, 2023 February 3, 2023
+Added: Classification November 3, 2023 February 3, 2023
(in millions)
1 unchanged sentence
Deferred costs related to VMware products and services for resale Other non-current assets $ 2,201 $ 2,537
−Removed: Due To/From Related Party
−Removed: The following table presents amounts due to and from VMware as of the dates indicated:
−Removed: August 4, 2023 February 3, 2023
+Added: November 3, 2023 February 3, 2023
(in millions)
2 unchanged sentences
Due to related party, current (c) $ 1,246 $ 2,067
+Added: Due to related party, non-current (d) $ 11 $ —
____________________
−Removed: (a) Amounts due from related party, net, current consists of amounts due from VMware, inclusive of current net tax receivables from VMware under the Tax Agreements described below.
+Added: (a) Amounts due from related party, net, current consisted of amounts due from VMware, inclusive of current net tax receivables from VMware under the Tax Agreements described below.
Amounts, excluding tax, are generally settled in cash within 60 days of each quarter-end.
−Removed: (b) Amounts due from related party, net, non-current consists of the non-current portion of net receivables from VMware under the Tax Agreements.
−Removed: (c) Amounts due to related party, current includes amounts due to VMware, which are generally settled in cash within 60 days of each quarter-end.
+Added: (b) Amounts due from related party, net, non-current consisted of the non-current portion of net receivables from VMware under the Tax Agreements.
+Added: (c) Amounts due to related party, current included amounts due to VMware, which are generally settled in cash within 60 days of each quarter-end.
+Added: (d) Amounts due to related party, non-current are included in other non-current liabilities.
Related Party Tax Matters
5 unchanged sentences
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
−Removed: Pursuant to the Tax Agreements, net receipts from VMware during the six months ended August 4, 2023 and net payments to VMware during the six months ended July 29, 2022 were immaterial.
−Removed: As a result of the activity under the Tax Agreements with VMware, amounts due from VMware were $ 484 million and $ 599 million as of August 4, 2023 and February 3, 2023, respectively, primarily related to VMware’s estimated tax obligation resulting from the Transition Tax.
+Added: Pursuant to the Tax Agreements, net receipts from VMware during the nine months ended November 3, 2023 and net payments to VMware during the nine months ended October 28, 2022 were immaterial.
+Added: As a result of the activity under the Tax Agreements with VMware, amounts due from VMware were $ 484 million and $ 599 million as of November 3, 2023 and February 3, 2023, respectively, and primarily related to VMware’s estimated tax obligation resulting from the Transition Tax.
The 2017 Tax Cuts and Jobs Act included a deferral election for an eight-year installment payment method on the Transition Tax.
2 unchanged sentences
The amounts that VMware may be obligated to pay Dell Technologies could vary depending on the outcome of certain unresolved tax matters, which may not be resolved for several years.
−Removed: The net receivable as of August 4, 2023 and February 3, 2023 was $ 93 million and $ 146 million, respectively.
+Added: The net receivable as of November 3, 2023 and February 3, 2023 was $ 95 million and $ 146 million, respectively.
DELL TECHNOLOGIES INC.
14 unchanged sentences
The Company does not allocate assets to the above reportable segments for internal reporting purposes.
−Removed: Pursuant to the Commercial Framework Agreement (the “CFA”) established between Dell Technologies and VMware in connection with the VMware Spin-off, Dell Technologies continues to act as a distributor of VMware’s standalone products and services and purchase such products and services for resale to end-user customers (“VMware Resale”).
−Removed: Dell Technologies also continues to integrate VMware’s products and services with Dell Technologies’ offerings and sell them to end users.
+Added: Pursuant to the Commercial Framework Agreement (the “CFA”) established between Dell Technologies and VMware in connection with the VMware Spin-off, Dell Technologies acts as a distributor of VMware’s standalone products and services and purchases such products and services for resale to end-user customers (“VMware Resale”).
+Added: Dell Technologies also integrates VMware’s products and services with Dell Technologies’ offerings and sells them to end users.
The results of standalone VMware Resale transactions are reflected in other businesses.
The results of integrated offering transactions are reflected within CSG or ISG, depending upon the nature of the underlying offering sold.
+Added: Subsequent to the close of the Company’s third quarter of Fiscal 2024, Broadcom Inc.
+Added: completed its acquisition of VMware.
+Added: See Note 18 of the Notes to the Condensed Consolidated Financial Statements for more information about the impact of the transaction on the Company’s relationship with VMware.
DELL TECHNOLOGIES INC.
1 unchanged sentence
The following table presents a reconciliation of net revenue by the Company’s reportable segments to the Company’s consolidated net revenue as well as a reconciliation of segment operating income to the Company’s consolidated operating income for the periods indicated:
−Removed: Three Months Ended Six Months Ended
−Removed: August 4, 2023 July 29, 2022 August 4, 2023 July 29, 2022
+Added: Three Months Ended Nine Months Ended
+Added: November 3, 2023 October 28, 2022 November 3, 2023 October 28, 2022
(in millions)
28 unchanged sentences
The following table presents the disaggregation of net revenue by reportable segment, and by major product categories within the segments for the periods indicated:
−Removed: Three Months Ended Six Months Ended
−Removed: August 4, 2023 July 29, 2022 August 4, 2023 July 29, 2022
+Added: Three Months Ended Nine Months Ended
+Added: November 3, 2023 October 28, 2022 November 3, 2023 October 28, 2022
(in millions)
11 unchanged sentences
The following table presents additional information on selected assets included in the Condensed Consolidated Statements of Financial Position as of the dates indicated:
−Removed: August 4, 2023 February 3, 2023
+Added: November 3, 2023 February 3, 2023
(in millions)
23 unchanged sentences
The following table presents changes in the Company’s liability for standard limited warranties for the periods indicated:
−Removed: Three Months Ended Six Months Ended
−Removed: August 4, 2023 July 29, 2022 August 4, 2023 July 29, 2022
+Added: Three Months Ended Nine Months Ended
+Added: November 3, 2023 October 28, 2022 November 3, 2023 October 28, 2022
(in millions)
13 unchanged sentences
The following table presents the activity related to the Company’s severance liability for the periods indicated:
−Removed: Three Months Ended Six Months Ended
−Removed: August 4, 2023 July 29, 2022 August 4, 2023 July 29, 2022
+Added: Three Months Ended Nine Months Ended
+Added: November 3, 2023 October 28, 2022 November 3, 2023 October 28, 2022
(in millions)
5 unchanged sentences
The following table presents severance charges as included in the Condensed Consolidated Statements of Income for the periods indicated:
−Removed: Three Months Ended Six Months Ended
−Removed: August 4, 2023 July 29, 2022 August 4, 2023 July 29, 2022
+Added: Three Months Ended Nine Months Ended
+Added: November 3, 2023 October 28, 2022 November 3, 2023 October 28, 2022
(in millions)
8 unchanged sentences
Suppliers may elect to sell varying amounts of their outstanding receivables as part of the SCF Program.
−Removed: The Company does not provide secured legal assets or other forms of guarantees under the arrangement.
−Removed: The SCF Program does not impact the Company's liquidity as payments for participating supplier invoices are remitted by the Company to the financial institution on the original invoice due date.
+Added: The Company does not provide legally secured assets or other forms of guarantees under the arrangement.
+Added: The SCF Program does not impact the Company's liquidity as payments for participating supplier invoices are remitted by the Company to the financial institution on the original invoice due date, regardless of whether an individual invoice is sold by the supplier to the financial institution.
Further, the Company negotiates payment terms with suppliers regardless of their decision to participate in the SCF Program.
1 unchanged sentence
Any amounts due to the financial institution for suppliers participating in the SCF Program are recorded within Accounts Payable on the Company's Condensed Consolidated Statements of Financial Position and associated payments are included in cash flows from operating activities on the Condensed Consolidated Statements of Cash Flows.
−Removed: As of August 4, 2023 and February 3, 2023, the Company had $ 1.1 billion and $ 1.0 billion, respectively, included within Accounts Payable representing invoices due to suppliers confirmed as valid under the SCF Program.
+Added: As of both November 3, 2023 and February 3, 2023, the Company had $ 1.0 billion included within Accounts Payable representing invoices due to suppliers confirmed as valid under the SCF Program.
DELL TECHNOLOGIES INC.
2 unchanged sentences
The following table presents information regarding interest and other, net for the periods indicated:
−Removed: Three Months Ended Six Months Ended
−Removed: August 4, 2023 July 29, 2022 August 4, 2023 July 29, 2022
+Added: Three Months Ended Nine Months Ended
+Added: November 3, 2023 October 28, 2022 November 3, 2023 October 28, 2022
(in millions)
1 unchanged sentence
Investment income, primarily interest $ 88 $ 21 $ 213 $ 52
−Removed: Loss on investments, net ( 29 ) ( 255 ) ( 44 ) ( 241 )
+Added: Gain (loss) on investments, net 8 44 ( 36 ) ( 197 )
Interest expense ( 371 ) ( 272 ) ( 1,128 ) ( 835 )
Foreign exchange ( 30 ) ( 72 ) ( 127 ) ( 227 )
+Added: Legal settlement, net — ( 1,000 ) — ( 1,000 )
Other ( 1 ) ( 29 ) ( 43 ) ( 73 )
3 unchanged sentences
NOTE 18 — SUBSEQUENT EVENTS
−Removed: There were no known events occurring after August 4, 2023 and up until the date of issuance of this report that would materially affect the information presented herein.
+Added: On November 22, 2023, subsequent to the close of the Company’s third quarter of Fiscal 2024, VMware was acquired by Broadcom Inc.
+Added: (“Broadcom”).
+Added: Upon the completion of Broadcom’s acquisition of VMware, Mr.
+Added: Dell relinquished his direct ownership interest in VMware and his position as Chairman of the Board of VMware, Inc.
+Added: Dell’s subsequent ownership interest in Broadcom does not represent control or significant influence to an extent that the transacting parties might be prevented from fully pursuing their own separate interests.
+Added: As a result, the Company determined that the acquisition terminated the preexisting related party relationship with VMware and that no related party relationship exists with either Broadcom or VMware as of the date of issuance of this report.
+Added: Other than the matter identified above, there were no known events occurring after November 3, 2023 and up until the date of issuance of this report that would materially affect the information presented herein.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.