dell-20210826
8/26/20210001571996false00015719962021-08-262021-08-26

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549  
FORM 8-K

 CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 26, 2021
 ______________________
Dell Technologies Inc.
(Exact name of registrant as specified in its charter)
 ______________________
Delaware 001-37867 80-0890963
(State or other jurisdiction
of incorporation)
 (Commission
File Number)
 (I.R.S. Employer
Identification No.)
One Dell Way 
Round Rock,
Texas
78682
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (800289-3355
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Class C Common Stock, par value $0.01 per shareDELLNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨



Item 2.02    Results of Operations and Financial Condition.

On August 26, 2021, Dell Technologies Inc. (the “Company”) issued a press release announcing its financial results for its fiscal quarter ended July 30, 2021, which is the Company’s second quarter of fiscal 2022. A copy of the press release is furnished as Exhibit 99.1 to this current report.

In accordance with General Instruction B.2 to Form 8-K, the information contained in this current report, including Exhibit 99.1 hereto, is being “furnished” with the Securities and Exchange Commission and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under such section. Further, such information shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, unless specifically identified as being incorporated therein by reference.

Item 9.01    Financial Statements and Exhibits.

(d)  Exhibits.

The following documents are herewith filed or furnished as exhibits to this report:
Exhibit
Number
  Description
  
104Cover Page Interactive Data File — the cover page XBRL tags are embedded within the Inline XBRL document.

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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: August 26, 2021Dell Technologies Inc.
By:/s/ Robert Potts
Robert Potts
Senior Vice President and Assistant Secretary
 (Duly Authorized Officer)
 

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Document

Exhibit 99.1

 https://cdn.kscope.io/0e7c85b816e8fa6528501b02963ac6e5-dtilogoa10.jpg


Durable Competitive Advantages Power Dell Technologies’
Record Second Quarter Results in “Do-Anything-from-Anywhere” Economy


ROUND ROCK, Texas August 26, 2021
    
News summary
Best second quarter in Dell Technologies’ history, driven by strong execution and demand across the IT ecosystem
Record second quarter revenue of $26.1 billion, up 15%
Record second quarter operating income of $1.4 billion, up 21%, and record second quarter non-GAAP operating income of $2.8 billion, up 7%

Full story
Dell Technologies (NYSE: DELL) announces record financial results for its fiscal 2022 second quarter. Revenue was up 15% to $26.1 billion. The company generated operating income of $1.4 billion, a 21% increase over the same period in the prior year, and a second quarter record non-GAAP operating income of $2.8 billion, up 7%. Net income was $0.9 billion, non-GAAP net income was $1.9 billion and adjusted EBITDA was $3.3 billion. Net cash from operating activities was $1.7 billion. Diluted earnings per share was $1.05, down 23% and non-GAAP diluted earnings per share was $2.24, up 17%.

“We’re well known for our unique ability to adjust and lean into growth opportunities, as evidenced by our results with record second quarter revenue of $26.1 billion,” said Jeff Clarke, vice chairman and co-chief operating officer, Dell Technologies. “We’re innovating and helping customers grow with a focus on multi-cloud solutions and modern infrastructure delivered traditionally and as-a-Service.”


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Second Quarter Fiscal 2022 Financial Results
Three Months EndedSix Months Ended
July 30, 2021July 31, 2020ChangeJuly 30, 2021July 31, 2020Change
(in millions, except per share amounts and percentages; unaudited)
Total net revenue$26,122 $22,733 15%$50,609 $44,630 13%
Operating income$1,372 $1,136 21%$2,747 $1,838 49%
Net income$880 $1,099 (20)%$1,818 $1,281 42%
Earnings per share - diluted$1.05 $1.37 (23)%$2.18 $1.56 40%
Non-GAAP net revenue$26,133 $22,775 15%$50,632 $44,720 13%
Non-GAAP operating income$2,811 $2,618 7%$5,525 $4,779 16%
Non-GAAP net income$1,911 $1,621 18%$3,730 $2,764 35%
Adjusted EBITDA$3,331 $3,100 7%$6,566 $5,707 15%
Non-GAAP earnings per share - diluted$2.24 $1.92 17%$4.38 $3.26 34%
Information about Dell Technologies’ use of non-GAAP financial information is provided under “Non-GAAP Financial Measures” below. All comparisons in this press release are year-over-year unless otherwise noted.

Dell Technologies ended the quarter with remaining performance obligations of $46 billion, up 24% and cash and investments of $13.6 billion. The company has paid down $5.5 billion in debt year-to-date and expects to pay down at least $16.0 billion for its fiscal year 2022.

“We had strong results again this quarter, with all business units growing,” said Tom Sweet, chief financial officer, Dell Technologies. “We are creating long-term value by taking share, pursuing high-value growth opportunities and profitably growing and modernizing our core business. For example, in the storage space, VxRail orders were up 34% and PowerStore continues to ramp up nicely.”

Operating segments summary

Client Solutions Group revenue for the second quarter was up 27% to a record $14.3 billion. Operating income was a second quarter record $995 million, up 39%, and 7% of Client Solutions Group revenue, as the company innovates across the ecosystem to deliver an enhanced experience for customers looking to work and play effectively from anywhere. Commercial client revenue was $10.6 billion, up 32%, and consumer revenue was a second quarter record of $3.7 billion, up 17%.


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Key highlights:
Strong growth in Latitude and Precision systems.
Introduced the new Dell UltraSharp Webcam - a beautifully designed external 4K webcam ideal for a superb video conferencing experience.
Launched the high-performance Alienware X-Series - a new mobile gaming family with Dell’s thinnest available 15” and 17” gaming laptops, featuring exclusive Cryo-Tech innovations.

Infrastructure Solutions Group revenue for the second quarter was $8.4 billion, up 3% as customers accelerate their IT investments with focus on multi-cloud solutions. Servers and networking revenue was $4.5 billion, up 6%, and storage revenue was $4.0 billion, down 1%. Operating income was $970 million for the second quarter, or approximately 11.5% of Infrastructure Solutions Group revenue.

Key highlights:
Launched the APEX portfolio of services that allow customers to scale IT as needed to launch new applications, kickstart new projects and address the changing needs of their organizations – all managed by Dell and accessed through a single console.
Introduced Dell EMC VxRail hyperconverged infrastructure (HCI) systems with enhanced software and performance, based on recently launched Dell EMC PowerEdge servers.
Began shipping six of our latest generation Dell EMC PowerEdge servers, including the ruggedized systems built for challenging environments at the edge.
Announced an open, cloud-native Telecom ecosystem to put communications service providers (CSPs) on the fast track for innovation and revenue growth.

VMware revenue was $3.1 billion for the second quarter, up 8% driven by broad-based strength across a diverse product portfolio. Operating income for the quarter was $849 million, or 27.0% of VMware revenue.

Conference call information
As previously announced, the Company will hold a conference call to discuss its second quarter performance today, August 26, 2021 at 4:30 p.m. CDT. The conference call will be broadcast live over the internet and can be accessed at https://investors.delltechnologies.com/events-and-presentations/upcoming-events.

For those unable to listen to the live broadcast, an archived version will be available at the same location for one year.

Additional financial and operating information may be downloaded from
https://investors.delltechnologies.com/financial-information/quarterly-results

Dell Technologies will hold a Securities Analyst Meeting on September 23, 2021 at 9:00 a.m. CDT. Speakers will include chairman and chief executive officer, Michael Dell, along with other key members of the executive leadership team with significant time allotted for Q&A. Registration information can be accessed online here.

About Dell Technologies
Dell Technologies (NYSE:DELL) helps organizations and individuals build their digital future and transform how they work, live and play. The company provides customers with the industry’s broadest and most innovative technology and services portfolio for the data era.
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Contacts
Investors: Investor_Relations@Dell.com
Media: Media.Relations@Dell.com
# # #

Copyright © 2021 Dell Inc. or its subsidiaries. All Rights Reserved. Dell Technologies, Dell, EMC and Dell EMC are trademarks of Dell Inc. or its subsidiaries. Other trademarks may be trademarks of their respective owners. 


Non-GAAP Financial Measures:
This press release presents information about Dell Technologies’ non-GAAP net revenue, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP operating income, non-GAAP net income, non-GAAP net income attributable to non-controlling interests, non-GAAP net income attributable to Dell Technologies Inc. - basic, non-GAAP net income attributable to Dell Technologies Inc. - diluted, non-GAAP earnings per share attributable to Dell Technologies Inc. - basic, non-GAAP earnings per share attributable to Dell Technologies Inc. - diluted, EBITDA, and adjusted EBITDA, which are non-GAAP financial measures provided as a supplement to the results provided in accordance with generally accepted accounting principles in the United States of America (“GAAP”). A reconciliation of each non-GAAP financial measure to the most directly comparable GAAP financial measure is provided in the attached tables for each of the fiscal periods indicated.

Special Note on Forward-Looking Statements:
Statements in this press release that relate to future results and events are forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 and Section 27A of the Securities Act of 1933 and are based on Dell Technologies’ current expectations. In some cases, you can identify these statements by such forward-looking words as “anticipate,” “believe,” “confidence,” “could,” “estimate,” “expect,” “guidance,” “intend,” “may,” “objective,” “outlook,” “plan,” “project,” “possible,” “potential,” “should,” “will” and “would,” or similar words or expressions that refer to future events or outcomes.

Dell Technologies’ results or events in future periods could differ materially from those expressed or implied by these forward-looking statements because of risks, uncertainties, and other factors that include, but are not limited to, the following: risks and uncertainties relating to our agreement to spin off VMware, Inc., including risks that could affect our ability to complete the transaction on the terms announced or at all and the potential effects on our business of the announcement and consummation of the transaction; the effects of the COVID-19 pandemic; competitive pressures; Dell Technologies’ reliance on third-party suppliers for products and components, including reliance on single-source or limited-source suppliers; Dell Technologies’ ability to achieve favorable pricing from its vendors; adverse global economic conditions and instability in financial markets; Dell Technologies’ execution of its growth, business and acquisition strategies; the success of Dell Technologies’ cost efficiency measures; Dell Technologies’ ability to manage solutions and products and services transitions in an effective manner; Dell Technologies’ ability to deliver high-quality products, software, and services; cyber attacks or other data security incidents; Dell Technologies’ foreign operations and ability to generate substantial non-U.S. net revenue; Dell Technologies’ product, services, customer, and geographic sales mix, and seasonal sales trends; the performance of Dell Technologies’ sales channel partners; access to the capital markets by Dell Technologies or its customers; material impairment of the value of goodwill or intangible assets; weak economic conditions and the effect of additional regulation on Dell Technologies’ financial services activities; counterparty default risks; the loss by Dell Technologies of any contracts for ISG services and solutions and its ability to perform such contracts at their estimated costs; loss by Dell Technologies of government contracts; Dell Technologies’ ability to develop and protect its proprietary intellectual property or obtain licenses to intellectual property developed by others on commercially reasonable and competitive terms; disruptions in Dell Technologies’ infrastructure; Dell Technologies’ ability to hedge effectively its exposure to fluctuations in foreign currency exchange rates and interest rates; expiration of tax holidays or favorable tax rate structures, or unfavorable outcomes in tax audits and other tax compliance matters; impairment of portfolio investments; unfavorable results of legal proceedings; compliance requirements of changing environmental and safety laws or other laws; the effect of armed hostilities, terrorism, natural disasters, and public health issues; Dell Technologies’ dependence on the services of Michael Dell and key employees; Dell Technologies’ level of indebtedness; and the impact of the financial performance of VMware, Inc.

This list of risks, uncertainties, and other factors is not complete. Dell Technologies discusses some of these matters more fully, as well as certain risk factors that could affect Dell Technologies’ business, financial condition, results of operations, and prospects, in its reports filed with the SEC, including Dell Technologies’ annual report on Form 10-K for the fiscal year ended January 29, 2021, quarterly reports on Form 10-Q, and current reports on Form 8-K. These filings are available for review through the SEC’s website at www.sec.gov. Any or all forward-looking statements Dell Technologies makes may turn out to be wrong and can be affected by inaccurate assumptions Dell Technologies might make or by known or unknown risks, uncertainties and other factors, including those identified in this press release. Accordingly, you should not place undue reliance on the forward-looking statements made in this press release, which speak only as of its date. Dell Technologies does not undertake to update, and expressly disclaims any duty to update, its forward-looking statements, whether as a result of circumstances or events that arise after the date they are made, new information, or otherwise.

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DELL TECHNOLOGIES INC.
Condensed Consolidated Statements of Income and Related Financial Highlights
(in millions, except percentages; unaudited)
Three Months EndedSix Months Ended
July 30, 2021July 31, 2020ChangeJuly 30, 2021July 31, 2020Change
Net revenue:
Products$19,394$16,73716%$37,428 $32,775 14%
Services6,7285,99612%13,181 11,855 11%
Total net revenue26,12222,73315%50,609 44,630 13%
Cost of net revenue:
Products15,37113,33015%29,585 26,134 13%
Services2,7662,24723%5,381 4,487 20%
Total cost of net revenue18,13715,57716%34,966 30,621 14%
Gross margin7,9857,15612%15,643 14,009 12%
Operating expenses:
Selling, general, and administrative5,1454,7618%10,105 9,647 5%
Research and development1,4681,25917%2,791 2,524 11%
Total operating expenses6,6136,02010%12,896 12,171 6%
Operating income1,3721,13621%2,747 1,838 49%
Interest and other, net(359)(636)44%(747)(1,202)38%
Income before income taxes1,013500103%2,000 636 214%
Income tax expense (benefit)133(599)122%182 (645)128%
Net income8801,099(20)%1,818 1,281 42%
Less: Net income attributable to non-controlling interests4951(4)%100 90 11%
Net income attributable to Dell Technologies Inc.$831$1,048(21)%$1,718 $1,191 44%
Percentage of Total Net Revenue:
Gross margin31 %31 %31 %31 %
Selling, general, and administrative20 %21 %20 %22 %
Research and development%%%%
Operating expenses25 %26 %25 %27 %
Operating income%%%%
Income before income taxes%%%%
Net income%%%%
Income tax rate13.1 %-119.8 %9.1 %-101.4 %

Amounts are based on underlying data and may not visually foot due to rounding.
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DELL TECHNOLOGIES INC.
Consolidated Statements of Financial Position
(in millions; unaudited)
July 30, 2021January 29, 2021
ASSETS
Current assets:
Cash and cash equivalents$11,719 $14,201 
Accounts receivable, net12,914 12,788 
Short-term financing receivables, net4,955 5,155 
Inventories, net4,223 3,402 
Other current assets9,556 8,021 
Current assets held for sale188 — 
Total current assets43,555 43,567 
Property, plant, and equipment, net6,661 6,431 
Long-term investments1,875 1,624 
Long-term financing receivables, net5,330 5,339 
Goodwill40,741 40,829 
Intangible assets, net13,014 14,429 
Other non-current assets11,502 11,196 
Total assets$122,678 $123,415 
LIABILITIES, REDEEMABLE SHARES, AND STOCKHOLDERS’ EQUITY
Current liabilities:
Short-term debt$6,427 $6,362 
Accounts payable23,029 21,696 
Accrued and other8,808 9,549 
Short-term deferred revenue17,003 16,525 
Current liabilities held for sale216 — 
Total current liabilities55,483 54,132 
Long-term debt37,167 41,622 
Long-term deferred revenue14,840 14,276 
Other non-current liabilities5,245 5,360 
Total liabilities112,735 115,390 
Redeemable shares— 472 
Stockholders’ equity:
Total Dell Technologies Inc. stockholders’ equity4,825 2,479 
Non-controlling interests5,118 5,074 
Total stockholders’ equity9,943 7,553 
Total liabilities, redeemable shares, and stockholders’ equity$122,678 $123,415 

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DELL TECHNOLOGIES INC.
Condensed Consolidated Statements of Cash Flows
(in millions; unaudited)
Three Months EndedSix Months Ended
July 30, 2021July 31, 2020July 30, 2021July 31, 2020
Cash flows from operating activities:
Net income$880 $1,099 $1,818 $1,281 
Adjustments to reconcile net income to net cash provided by (used in) operating activities845 2,233 2,145 1,255 
Change in cash from operating activities1,725 3,332 3,963 2,536 
Cash flows from investing activities:
Purchases of investments(124)(118)(270)(174)
Maturities and sales of investments79 32 335 71 
Capital expenditures and capitalized software development costs(632)(545)(1,257)(1,104)
Acquisition of businesses and assets, net(6)(296)(16)(334)
Divestitures of businesses and assets, net— — — 120 
Other14 20 12 
Change in cash from investing activities(669)(924)(1,188)(1,409)
Cash flows from financing activities:
Proceeds from the issuance of common stock
26 105 186 221 
Repurchases of parent common stock (a)
(8)— (17)(240)
Repurchases of subsidiary common stock (a)(544)(291)(978)(591)
Proceeds from debt1,209 1,712 3,935 11,847 
Repayments of debt(4,353)(4,815)(8,423)(10,220)
Other(3)(148)(14)(190)
Change in cash from financing activities(3,673)(3,437)(5,311)827 
Effect of exchange rate changes on cash, cash equivalents, and restricted cash(16)84 (21)(52)
Change in cash, cash equivalents, and restricted cash(2,633)(945)(2,557)1,902 
Cash, cash equivalents, and restricted cash at beginning of the period15,260 12,998 15,184 10,151 
Cash, cash equivalents, and restricted cash at end of the period$12,627 $12,053 $12,627 $12,053 
_________________
(a) Common stock repurchases are inclusive of employee tax withholding on stock-based compensation.
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DELL TECHNOLOGIES INC.
Segment Information
(in millions, except percentages; unaudited; continued on next page)
Three Months EndedSix Months Ended
July 30, 2021July 31, 2020ChangeJuly 30, 2021July 31, 2020Change
Infrastructure Solutions Group (ISG):
Net Revenue:
Servers and networking$4,462 $4,196 6%$8,571 $7,954 8%
Storage3,970 4,011 (1)%7,772 7,822 (1)%
Total ISG net revenue$8,432 $8,207 3%$16,343 $15,776 4%
Operating Income:
ISG operating income$970 $973 —%$1,758 $1,705 3%
% of ISG net revenue12 %12 %11 %11 %
% of total reportable segment operating income34 %38 %32 %36 %
Client Solutions Group (CSG):
Net Revenue:
Commercial$10,573 $8,039 32%$20,376 $16,673 22%
Consumer3,690 3,164 17%7,192 5,634 28%
Total CSG net revenue$14,263 $11,203 27%$27,568 $22,307 24%
Operating Income:
CSG operating income$995 $715 39%$2,085 $1,307 60%
% of CSG net revenue%%%%
% of total reportable segment operating income35 %28 %38 %28 %
VMware:
Net Revenue:
Total VMware net revenue$3,148 $2,908 8%$6,139 $5,663 8%
Operating Income:
VMware operating income$849 $894 (5)%$1,690 $1,667 1%
% of VMware net revenue27 %31 %28 %29 %
% of total reportable segment operating income30 %35 %31 %36 %

Amounts are based on underlying data and may not visually foot due to rounding.


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DELL TECHNOLOGIES INC.
Segment Information
(in millions, except percentages; unaudited; continued)
Three Months EndedSix Months Ended
July 30, 2021July 31, 2020July 30, 2021July 31, 2020
Reconciliation to consolidated net revenue:
Reportable segment net revenue$25,843 $22,318 $50,050 $43,746 
Other businesses (a)288 457 578 974 
Unallocated transactions (b)— — 
Impact of purchase accounting (c)(11)(42)(23)(90)
Total consolidated net revenue$26,122 $22,733 $50,609 $44,630 
Reconciliation to consolidated operating income:
Reportable segment operating income$2,814 $2,582 $5,533 $4,679 
Other businesses (a)(3)37 (8)102 
Unallocated transactions (b)— (1)— (2)
Impact of purchase accounting (c)(20)(53)(45)(116)
Amortization of intangibles(711)(847)(1,420)(1,702)
Transaction-related expenses (d)(60)(83)(111)(159)
Stock-based compensation expense (e)(499)(413)(934)(783)
Other corporate expenses (f)(149)(86)(268)(181)
Total consolidated operating income$1,372 $1,136 $2,747 $1,838 
_________________
(a)Secureworks, Virtustream, and Boomi constitute “Other businesses” and do not meet the requirements for a reportable segment, either individually or collectively. The results of Other businesses are not material to the Company’s overall results. On September 1, 2020, the Company completed the sale of RSA Security. Prior to divestiture, RSA Security’s results were included within Other businesses.
(b)Unallocated transactions includes other corporate items that are not allocated to Dell Technologies’ reportable segments.
(c)Impact of purchase accounting includes non-cash purchase accounting adjustments that are primarily related to the EMC merger transaction.
(d)Transaction-related expenses includes acquisition, integration, and divestiture related costs.
(e)Stock-based compensation expense consists of equity awards granted based on the estimated fair value of those awards at grant date.
(f)Other corporate expenses includes impairment charges, severance, facilities action, and other costs.

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SUPPLEMENTAL SELECTED NON-GAAP FINANCIAL MEASURES

These tables present information about the Company’s non-GAAP net revenue, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP operating income, non-GAAP net income, non-GAAP net income attributable to non-controlling interests, non-GAAP net income attributable to Dell Technologies Inc. - basic, non-GAAP net income attributable to Dell Technologies Inc. - diluted, non-GAAP earnings per share attributable to Dell Technologies Inc. - basic, non-GAAP earnings per share attributable to Dell Technologies Inc. - diluted, EBITDA, and adjusted EBITDA, which are non-GAAP financial measures provided as a supplement to the results provided in accordance with generally accepted accounting principles in the United States of America (“GAAP”). A detailed discussion of Dell Technologies’ reasons for including these non-GAAP financial measures, the limitations associated with these measures, the items excluded from these measures, and our reason for excluding those items are presented in “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Non-GAAP Financial Measures” in our periodic reports filed with the SEC. Dell Technologies encourages investors to review the non-GAAP discussion in these reports in conjunction with the presentation of non-GAAP financial measures.

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DELL TECHNOLOGIES INC.
Selected Non-GAAP Financial Measures
(in millions, except per share amounts and percentages; unaudited)
Three Months EndedSix Months Ended
July 30, 2021July 31, 2020ChangeJuly 30, 2021July 31, 2020Change
Non-GAAP net revenue$26,133$22,77515%$50,632 $44,720 13%
Non-GAAP gross margin$8,342$7,6269%$16,360 $14,951 9%
% of non-GAAP net revenue32 %33 %32 %33 %
Non-GAAP operating expenses$5,531$5,00810%$10,835 $10,172 7%
% of non-GAAP net revenue21 %22 %21 %23 %
Non-GAAP operating income$2,811$2,6187%$5,525 $4,779 16%
% of non-GAAP net revenue11 %11 %11 %11 %
Non-GAAP net income$1,911$1,62118%$3,730 $2,764 35%
% of non-GAAP net revenue%%%%
Adjusted EBITDA$3,331$3,1007%$6,566 $5,707 15%
% of non-GAAP net revenue13 %14 %13 %13 %
Non-GAAP earnings per share - diluted$2.24$1.9217%$4.38 $3.26 34%

Amounts are based on underlying data and may not visually foot due to rounding.
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DELL TECHNOLOGIES INC.
Reconciliation of Selected Non-GAAP Financial Measures
(in millions, except percentages; unaudited; continued on next page)
Three Months EndedSix Months Ended
July 30, 2021July 31, 2020ChangeJuly 30, 2021July 31, 2020Change
Net revenue$26,122 $22,733 15%$50,609 $44,630 13%
Non-GAAP adjustments:
Impact of purchase accounting11 42 23 90 
Non-GAAP net revenue$26,133 $22,775 15%$50,632 $44,720 13%
Gross margin$7,985 $7,156 12%$15,643 $14,009 12%
Non-GAAP adjustments:
Amortization of intangibles275 375 551 747 
Impact of purchase accounting12 43 25 94 
Transaction-related expenses— — — — 
Stock-based compensation expense63 50 121 90 
Other corporate expenses20 11 
Non-GAAP gross margin$8,342 $7,626 9%$16,360 $14,951 9%
Operating expenses$6,613 $6,020 10%$12,896 $12,171 6%
Non-GAAP adjustments:
Amortization of intangibles(436)(472)(869)(955)
Impact of purchase accounting(8)(10)(20)(22)
Transaction-related expenses(60)(83)(111)(159)
Stock-based compensation expense(436)(363)(813)(693)
Other corporate expenses(142)(84)(248)(170)
Non-GAAP operating expenses$5,531 $5,008 10%$10,835 $10,172 7%
Operating income$1,372 $1,136 21%$2,747 $1,838 49%
Non-GAAP adjustments:
Amortization of intangibles711 847 1,420 1,702 
Impact of purchase accounting20 53 45 116 
Transaction-related expenses60 83 111 159 
Stock-based compensation expense499 413 934 783 
Other corporate expenses149 86 268 181 
Non-GAAP operating income$2,811 $2,618 7%$5,525 $4,779 16%


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DELL TECHNOLOGIES INC.
Reconciliation of Selected Non-GAAP Financial Measures
(in millions, except percentages; unaudited; continued)
Three Months EndedSix Months Ended
July 30, 2021July 31, 2020ChangeJuly 30, 2021July 31, 2020Change
Net income$880 $1,099 (20)%$1,818 $1,281 42%
Non-GAAP adjustments:
Amortization of intangibles711 847 1,420 1,702 
Impact of purchase accounting20 53 45 116 
Transaction-related expenses48 83 99 39 
Stock-based compensation expense499 413 934 783 
Other corporate expenses149 86 268 181 
Fair value adjustments on equity investments(168)(8)(325)(102)
Aggregate adjustment for income taxes(228)(952)(529)(1,236)
Non-GAAP net income$1,911 $1,621 18%$3,730 $2,764 35%
Net income$880 $1,099 (20)%$1,818 $1,281 42%
Adjustments:
Interest and other, net359 636 747 1,202 
Income tax expense (benefit)133 (599)182 (645)
Depreciation and amortization1,240 1,340 2,479 2,656 
EBITDA$2,612 $2,476 5%$5,226 $4,494 16%
EBITDA$2,612 $2,476 5%$5,226 $4,494 16%
Adjustments:
Stock-based compensation expense499 413 934 783 
Impact of purchase accounting11 42 27 90 
Transaction-related expenses60 83 111 159 
Other corporate expenses149 86 268 181 
Adjusted EBITDA$3,331 $3,100 7%$6,566 $5,707 15%



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DELL TECHNOLOGIES INC.
Reconciliation of Selected Non-GAAP Financial Measures
For the Three Months Ended July 30, 2021
(in millions, except per share amounts; unaudited)
GAAPAmortization of intangiblesImpact of purchase accountingTransaction-related expensesStock-based compensation expenseOther corporate expensesFair value adjustments on equity investmentsAggregate adjustment for income taxesNon-GAAP
Net income$880 711 20 48 499 149 (168)(228)$1,911 
Less: Net income attributable to non-controlling interests (a)49 55 58 (1)— (22)145 
Net income attributable to Dell Technologies Inc. - basic831 656 19 43 441 150 (168)(206)1,766 
Incremental dilution from VMware, Inc. attributable to Dell Technologies Inc. (b)(3)(5)
Net income attributable to Dell Technologies Inc. - diluted$828 $1,761 
Earnings per share - basic$1.09 $2.31 
Earnings per share - diluted$1.05 $2.24 
Weighted-average shares outstanding - basic763 763 
Weighted-average shares outstanding - diluted786 786 
_________________
(a)     Net income attributable to non-controlling interests is calculated by multiplying the minority interest percentage of VMware, Inc. and SecureWorks Corp. by their respective non-GAAP net income adjustments for the period presented.
(b)     Incremental dilution from VMware, Inc. attributable to Dell Technologies Inc. represents the impact of VMware, Inc.’s dilutive securities on the diluted earnings per share of Dell Technologies Inc. and is calculated by multiplying the difference between VMware, Inc.’s basic and diluted earnings per share by the number of shares of VMware, Inc. common stock held by Dell Technologies Inc.











14


DELL TECHNOLOGIES INC.
Reconciliation of Selected Non-GAAP Financial Measures
For the Six Months Ended July 30, 2021
(in millions, except per share amounts; unaudited)
GAAPAmortization of intangiblesImpact of purchase accountingTransaction-related expensesStock-based compensation expenseOther corporate expensesFair value adjustments on equity investmentsAggregate adjustment for income taxesNon-GAAP
Net income1,818 1,420 45 99 934 268 (325)(529)3,730 
Less: Net income attributable to non-controlling interests (a)100 108 110 — (45)291 
Net income attributable to Dell Technologies Inc. - basic$1,718 $1,312 $43 $90 $824 $268 $(332)$(484)$3,439 
Incremental dilution from VMware, Inc. attributable to Dell Technologies Inc. (b)$(5)$(9)
Net income attributable to Dell Technologies Inc. - diluted$1,713 $3,430 
Earnings per share - basic$2.26 $4.53 
Earnings per share - diluted$2.18 $4.38 
Weighted-average shares outstanding - basic760 760 
Weighted-average shares outstanding - diluted784 784 
_________________
(a)     Net income attributable to non-controlling interests is calculated by multiplying the minority interest percentage of VMware, Inc. and SecureWorks Corp. by their respective non-GAAP net income adjustments for the period presented.
(b)     Incremental dilution from VMware, Inc. attributable to Dell Technologies Inc. represents the impact of VMware, Inc.’s dilutive securities on the diluted earnings per share of Dell Technologies Inc. and is calculated by multiplying the difference between VMware, Inc.’s basic and diluted earnings per share by the number of shares of VMware, Inc. common stock held by Dell Technologies Inc.

15


DELL TECHNOLOGIES INC.
Reconciliation of Selected Non-GAAP Financial Measures
For the Three Months Ended July 31, 2020
(in millions, except per share amounts; unaudited)
GAAPAmortization of intangiblesImpact of purchase accountingTransaction-related expensesStock-based compensation expenseOther corporate expensesFair value adjustments on equity investmentsAggregate adjustment for income taxesNon-GAAP
Net income$1,099 847 53 83 413 86 (8)(952)$1,621 
Less: Net income attributable to non-controlling interests (a)51 64 57 — — (29)155 
Net income attributable to Dell Technologies Inc. - basic1,048 783 49 75 356 86 (8)(923)1,466 
Incremental dilution from VMware, Inc. attributable to Dell Technologies Inc. (b)(3)(5)
Net income attributable to Dell Technologies Inc. - diluted$1,045 $1,461 
Earnings per share - basic$1.41 $1.98 
Earnings per share - diluted$1.37 $1.92 
Weighted-average shares outstanding - basic741 741 
Weighted-average shares outstanding - diluted761 761 
_________________
(a)     Net income attributable to non-controlling interests is calculated by multiplying the minority interest percentage of VMware, Inc. and SecureWorks Corp. by their respective non-GAAP net income adjustments for the period presented.
(b)     Incremental dilution from VMware, Inc. attributable to Dell Technologies Inc. represents the impact of VMware, Inc.’s dilutive securities on the diluted earnings per share of Dell Technologies Inc. and is calculated by multiplying the difference between VMware, Inc.’s basic and diluted earnings per share by the number of shares of VMware, Inc. common stock held by Dell Technologies Inc.











16


DELL TECHNOLOGIES INC.
Reconciliation of Selected Non-GAAP Financial Measures
For the Six Months Ended July 31, 2020
(in millions, except per share amounts; unaudited)
GAAPAmortization of intangiblesImpact of purchase accountingTransaction-related expensesStock-based compensation expenseOther corporate expensesFair value adjustments on equity investmentsAggregate adjustment for income taxesNon-GAAP
Net income1,281 1,702 116 39 783 181 (102)(1,236)2,764 
Less: Net income attributable to non-controlling interests (a)90 124 15 111 — (1)(64)282 
Net income attributable to Dell Technologies Inc. - basic$1,191 $1,578 $109 $24 $672 $181 $(101)$(1,172)$2,482 
Incremental dilution from VMware, Inc. attributable to Dell Technologies Inc. (b)$(5)$(9)
Net income attributable to Dell Technologies Inc. - diluted$1,186 $2,473 
Earnings per share - basic$1.61 $3.35 
Earnings per share - diluted$1.56 $3.26 
Weighted-average shares outstanding - basic740 740 
Weighted-average shares outstanding - diluted758 758 
_________________
(a)     Net income attributable to non-controlling interests is calculated by multiplying the minority interest percentage of VMware, Inc. and SecureWorks Corp. by their respective non-GAAP net income adjustments for the period presented.
(b)     Incremental dilution from VMware, Inc. attributable to Dell Technologies Inc. represents the impact of VMware, Inc.’s dilutive securities on the diluted earnings per share of Dell Technologies Inc. and is calculated by multiplying the difference between VMware, Inc.’s basic and diluted earnings per share by the number of shares of VMware, Inc. common stock held by Dell Technologies Inc.

17