OREANDA-NEWS. Denali Holding Inc. (the “Company”) announced today the successful completion of the previously announced offering by two of its wholly-owned subsidiaries as co-issuers (the “co-issuers”) of $3,750,000,000 3.480 percent First Lien Notes due 2019 (the “2019 Notes”), $4,500,000,000 4.420 percent First Lien Notes due 2021 (the “2021 Notes”), $3,750,000,000 5.450 percent First Lien Notes due 2023 (the “2023 Notes”), $4,500,000,000 6.020 percent First Lien Notes due 2026 (the “2026 Notes”), $1,500,000,000 8.100 percent First Lien Notes due 2036 (the “2036 Notes”) and $2,000,000,000 8.350 percent First Lien Notes due 2046 (the “2046 Notes” and, together with the 2019 Notes, the 2021 Notes, the 2023 Notes, the 2026 Notes and the 2036 Notes, the “Notes”).

The Company intends to use the net proceeds from the offering of the Notes as part of its financing for its previously-announced acquisition of EMC Corporation (the “Dell-EMC Merger”).

The proceeds of the offering were deposited in escrow, with such proceeds to be released to finance the consummation of the Dell-EMC Merger subject to the satisfaction of customary conditions. Upon consummation of the Dell-EMC Merger, Dell International L.L.C., a wholly-owned indirect subsidiary of the Company, and EMC Corporation will assume all of the co-issuers’ obligations under the Notes. The Notes will be guaranteed on a joint and several basis by the Company, Denali Intermediate Inc., Dell Inc. and each of Denali Intermediate Inc.’s wholly-owned domestic subsidiaries (including EMC Corporation’s wholly-owned domestic subsidiaries following consummation of the Dell-EMC Merger) that guarantees obligations under the new senior secured credit facilities that will be entered into in connection with the Dell-EMC Merger.

The Notes were offered in a private transaction in reliance upon an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), in the United States only to investors who are “qualified institutional buyers,” as that term is defined in Rule 144A under the Securities Act, or outside the United States pursuant to Regulation S under the Securities Act. The Notes have not been registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States without registration or an applicable exemption from registration requirements.