dell-20201124
11/24/20200001571996false00015719962020-11-242020-11-24

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): November 24, 2020
 ______________________
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 November 24, 2020, Dell Technologies Inc. (the “Company”) issued a press release announcing its financial results for its fiscal quarter ended October 30, 2020, which is the Company’s third quarter of fiscal 2021. 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.

2


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: November 24, 2020Dell Technologies Inc.
By:/s/ Robert Potts
Robert Potts
Senior Vice President and Assistant Secretary
 (Duly Authorized Officer)
 

3
Document

Exhibit 99.1

News Release

 https://cdn.kscope.io/df6d00a0f287b47bc1e620e26bd0d4b2-dtilogoa101.jpg


Remote Work and Learn Solutions Drive Dell Technologies’
Third Quarter Fiscal 2021 Financial Results


ROUND ROCK, Texas November 24, 2020
    
News summary
Third quarter total revenue up 3% to $23.5 billion
Record Client Solutions Group revenue of $12.3 billion, up 8%, operating income of $1.0 billion
Diluted earnings per share up 64% to $1.08, non-GAAP diluted earnings per share up 16% to $2.03
Operating income up 35% to $1.1 billion, non-GAAP operating income up 12% to $2.7 billion


Full story
Dell Technologies (NYSE: DELL) announces financial results for its fiscal 2021 third quarter. Revenue was up 3% to $23.5 billion. The company generated operating income of $1.1 billion, a 35% increase over the same period in the prior year, and non-GAAP operating income of $2.7 billion, up 12%. Net income was $881 million, non-GAAP net income was $1.7 billion and adjusted EBITDA was $3.2 billion. Net cash from operating activities was $3.0 billion. Diluted earnings per share was $1.08, up 64% and non-GAAP diluted earnings per share was $2.03, up 16%.

“Technology has never been more important, and as the world evolves, so does our business,” said Jeff Clarke, vice chairman and chief operating officer, Dell Technologies. “We met unprecedented demand for remote work and learn solutions this quarter while increasing revenue to $23.5 billion. At the same time, we accelerated our as-a-Service strategy and hybrid cloud capabilities at the edge – positioning us to win in these growing markets and making it easy for customers to manage data and workloads across all their operations.”

In October, at Dell Technologies World Experience, the company announced the expansion of its as-a-Service capabilities with Project APEX to simplify how customers and partners access technology on-demand – across storage, servers, networking, hyperconverged infrastructure, PCs and broader solutions. Project APEX will unify the company’s as-a-Service and cloud strategies, technology offerings, and go-to-market efforts. Businesses will have a consistent as-a-Service experience wherever they run workloads including on-premises, edge locations and public clouds.


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Third Quarter Fiscal 2021 Financial Results
Three Months EndedNine Months Ended
October 30, 2020November 1, 2019ChangeOctober 30, 2020November 1, 2019Change
(in millions, except per share amounts and percentages; unaudited)
Total net revenue$23,482 $22,844 3%$68,112 $68,122 —%
Operating income$1,129 $836 35%$2,967 $1,905 56%
Net income$881 $552 60%$2,162 $5,113 (58)%
Earnings per share - diluted$1.08 $0.66 64%$2.64 $5.50 (52)%
Non-GAAP net revenue$23,521 $22,928 3%$68,241 $68,372 —%
Non-GAAP operating income$2,725 $2,442 12%$7,504 $7,381 2%
Non-GAAP net income$1,711 $1,445 18%$4,475 $4,405 2%
Adjusted EBITDA$3,231 $2,857 13%$8,938 $8,586 4%
Non-GAAP earnings per share - diluted$2.03 $1.75 16%$5.28 $5.35 (1)%
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 cash and investments of $13 billion and paid down $4.6 billion in debt during the quarter. The company had total deferred revenue of $28.7 billion as of quarter end, up 11% year-over-year. Recurring revenue, which includes deferred revenue amortization, utility and as-a-Service models was approximately $6 billion for the quarter, up 13% year-over-year.

“We delivered differentiated performance through our diversified portfolio and are leaning into growth opportunities while managing operating expenses in a disciplined way,” said Tom Sweet, chief financial officer, Dell Technologies. “In the third quarter, we drove value by expanding profitability at a significant multiple of revenue and generated $3 billion in operating cash flow.”

Operating segments summary

Client Solutions Group revenue for the third quarter was a record $12.3 billion. Operating income was a record $1.0 billion, up 36% and 8.2% of Client Solutions Group revenue. The company saw continued demand for remote work, learning and gaming solutions. Consumer revenue was $3.5 billion, up 14%, while commercial client revenue was $8.8 billion, up 5%.

Key highlights:
Consumer direct business up 47% with consumer direct online business up 62%, based on orders.
Strong performance with double-digit revenue growth in Latitude and Precision notebooks and triple-digit revenue growth in Commercial Chromebooks.
Strength in the XPS premium line and gaming systems including Alienware, with strong double-digit revenue growth for both notebooks and desktops.


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Infrastructure Solutions Group revenue for the third quarter was $8.0 billion, with customers continuing to direct more spending towards remote work and business continuity solutions. Storage revenue was $3.9 billion, while servers and networking revenue was $4.2 billion. Operating income was $882 million for the third quarter, or approximately 11% of Infrastructure Solutions Group revenue.

Key highlights:
Launch of new HCI, cloud, storage and data protection integration with latest VMware releases to help customers innovate across edge locations, data centers and hybrid clouds.
Continued strong demand for VxRail and PowerMax solutions, with double-digit orders growth in both for the third straight quarter.
PowerEdge server orders up single digits sequentially.

VMware revenue was $2.9 billion for the third quarter, up 8% driven by broad-based strength across a diverse product portfolio. Operating income for the quarter was $837 million, or 28.9% of VMware revenue.

Conference call information
As previously announced, the Company will hold a conference call to discuss its third quarter performance today, November 24, 2020 at 4:30 p.m. CST. 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

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.

Contacts
Investors: Investor_Relations@Dell.com
Media: Media.Relations@Dell.com

# # #

Copyright © 2020 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. 




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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. The words “may,” “will,” “anticipate,” “estimate,” “expect,” “intend,” “plan,” “aim,” “seek,” and similar expressions as they relate to Dell Technologies or its management are intended to identify these forward-looking statements.

Dell Technologies’ results or events in future periods could differ materially from those expressed or implied by these forward-looking statements because of risks, uncertainties, and other factors that include, but are not limited to, the following: competitive pressures; Dell Technologies’ reliance on third-party suppliers for products and components, including reliance on single-source or limited-source suppliers; Dell Technologies’ ability to achieve favorable pricing from its vendors; adverse global economic conditions and instability in financial markets, including as a result of the COVID-19 pandemic; Dell Technologies’ execution of its growth, business and acquisition strategies; the success of Dell Technologies’ cost efficiency measures; Dell Technologies’ ability to manage solutions and products and services transitions in an effective manner; Dell Technologies’ ability to deliver high-quality products and services; Dell Technologies’ foreign operations and ability to generate substantial non-U.S. net revenue; Dell Technologies’ product, customer, and geographic sales mix, and seasonal sales trends; the performance of Dell Technologies’ sales channel partners; access to the capital markets by Dell Technologies or its customers; weak economic conditions and additional regulation including tariffs and other effects of trade regulation; counterparty default risks; effects of customer defaults or the exercise of customer rights on the ability of Dell Technologies to produce revenue under its contracts for services and solutions at expected levels and to perform such contracts at estimated costs; the 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; infrastructure disruptions, cyberattacks, or other data security breaches; Dell Technologies’ ability to hedge effectively its exposure to fluctuations in foreign currency exchange rates and interest rates; expiration of tax holidays or favorable tax rate structures, or unfavorable outcomes in tax audits and other tax compliance matters; impairment of portfolio investments; unfavorable results of legal proceedings; Dell Technologies’ ability to develop and maintain effective internal control over financial reporting; compliance requirements of changing environmental and safety laws; the effect of armed hostilities, terrorism, natural disasters, climate change, and public health issues, including those relating to the COVID-19 pandemic; Dell Technologies’ substantial level of indebtedness; the impact of the financial performance of VMware, Inc.; and the market volatility of Dell Technologies’ pension plan assets.

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 31, 2020, 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 the date such statements are made. Dell Technologies does not undertake to update any forward-looking statement after the date as of which such statement was made, whether to reflect changes in circumstances or Dell Technologies’ expectations, the occurrence of unanticipated events, or otherwise.

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DELL TECHNOLOGIES INC.
Condensed Consolidated Statements of Income (Loss) and Related Financial Highlights
(in millions, except percentages; unaudited)
Three Months EndedNine Months Ended
October 30, 2020November 1, 2019ChangeOctober 30, 2020November 1, 2019Change
Net revenue (a):
Products$17,352 $17,275 —%$50,127 $51,765 (3)%
Services6,130 5,569 10%17,985 16,357 10%
Total net revenue23,482 22,844 3%68,112 68,122 —%
Cost of net revenue:
Products13,789 13,558 2%39,923 40,526 (1)%
Services2,432 2,160 13%6,919 6,347 9%
Total cost of net revenue16,221 15,718 3%46,842 46,873 —%
Gross margin7,261 7,126 2%21,270 21,249 —%
Operating expenses:
Selling, general, and administrative4,772 5,028 (5)%14,419 15,677 (8)%
Research and development1,360 1,262 8%3,884 3,667 6%
Total operating expenses6,132 6,290 (3)%18,303 19,344 (5)%
Operating income1,129 836 35%2,967 1,905 56%
Interest and other, net273 (677)140%(929)(2,000)54%
Income (loss) before income taxes1,402 159 782%2,038 (95)NM
Income tax provision (benefit)521 (393)233%(124)(5,208)98%
Net income881 552 60%2,162 5,113 (58)%
Less: Net income attributable to non-controlling interests49 53 (8)%139 905 (85)%
Net income attributable to Dell Technologies Inc.$832 $499 67%$2,023 $4,208 (52)%
Percentage of Total Net Revenue:
Gross margin31 %31 %31 %31 %
Selling, general, and administrative20 %22 %21 %23 %
Research and development%%%%
Operating expenses26 %28 %27 %28 %
Operating income%%%%
Income (loss) before income taxes%%%— %
Net income%%%%
Income tax rate37.2 %-247.2 %-6.1 %5482.1 %
____________________
(a)    During Fiscal 2020, the Company reclassified revenue associated with certain service and software-as-a-service offerings from product revenue to services revenue. There was no change to total revenue as a result of the reclassifications. Prior period results have been recast to conform with current period presentation.
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DELL TECHNOLOGIES INC.
Consolidated Statements of Financial Position
(in millions; unaudited)
October 30, 2020January 31, 2020
ASSETS
Current assets:
Cash and cash equivalents$11,304 $9,302 
Accounts receivable, net11,377 12,484 
Short-term financing receivables, net4,872 4,895 
Inventories, net3,393 3,281 
Other current assets7,668 6,906 
Total current assets38,614 36,868 
Property, plant, and equipment, net6,344 6,055 
Long-term investments1,655 864 
Long-term financing receivables, net5,374 4,848 
Goodwill40,643 41,691 
Intangible assets, net15,257 18,107 
Other non-current assets11,061 10,428 
Total assets$118,948 $118,861 
LIABILITIES, REDEEMABLE SHARES, AND STOCKHOLDERS’ EQUITY
Current liabilities:
Short-term debt$6,536 $7,737 
Accounts payable19,792 20,065 
Accrued and other8,715 9,773 
Short-term deferred revenue15,259 14,881 
Total current liabilities50,302 52,456 
Long-term debt43,325 44,319 
Long-term deferred revenue13,422 12,919 
Other non-current liabilities5,433 5,383 
Total liabilities112,482 115,077 
Redeemable shares527 629 
Stockholders’ equity (deficit):
Total Dell Technologies Inc. stockholders’ equity (deficit)883 (1,574)
Non-controlling interests5,056 4,729 
Total stockholders’ equity5,939 3,155 
Total liabilities, redeemable shares, and stockholders’ equity$118,948 $118,861 

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DELL TECHNOLOGIES INC.
Condensed Consolidated Statements of Cash Flows
(in millions; unaudited)
Three Months EndedNine Months Ended
October 30, 2020November 1, 2019October 30, 2020November 1, 2019
Cash flows from operating activities:
Net income$881 $552 $2,162 $5,113 
Adjustments to reconcile net income to net cash provided by (used in) operating activities:2,113 1,269 3,368 670 
Change in cash from operating activities2,994 1,821 5,530 5,783 
Cash flows from investing activities:
Purchases of investments(122)(72)(296)(142)
Maturities and sales of investments27 19 98 449 
Capital expenditures and capitalized software development costs(480)(609)(1,584)(1,876)
Acquisition of businesses and assets, net(71)(2,053)(405)(2,437)
Divestitures of businesses and assets, net2,067 — 2,187 (3)
Other14 16 26 27 
Change in cash from investing activities1,435 (2,699)26 (3,982)
Cash flows from financing activities:
Proceeds from the issuance of common stock
168 212 389 451 
Repurchases of parent common stock
— (2)(240)(6)
Repurchases of subsidiary common stock (a)(299)(283)(890)(1,686)
Proceeds from debt2,925 5,455 14,772 17,656 
Repayments of debt(7,024)(5,037)(17,244)(18,948)
Other(80)(23)(270)(67)
Change in cash from financing activities(4,310)322 (3,483)(2,600)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash(15)(38)(67)(100)
Change in cash, cash equivalents, and restricted cash104 (594)2,006 (899)
Cash, cash equivalents, and restricted cash at beginning of the period12,053 9,935 10,151 10,240 
Cash, cash equivalents, and restricted cash at end of the period$12,157 $9,341 $12,157 $9,341 
_________________
(a)     Subsidiary 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 EndedNine Months Ended
October 30, 2020November 1, 2019ChangeOctober 30, 2020November 1, 2019Change
Infrastructure Solutions Group (ISG):
Net Revenue:
Servers and networking$4,164 $4,241 (2)%$12,118 $12,858 (6)%
Storage3,860 4,149 (7)%11,682 12,355 (5)%
Total ISG net revenue$8,024 $8,390 (4)%$23,800 $25,213 (6)%
Operating Income:
ISG operating income$882 $996 (11)%$2,587 $2,889 (10)%
% of ISG net revenue11 %12 %11 %11 %
% of total reportable segment operating income32 %41 %35 %39 %
Client Solutions Group (CSG):
Net Revenue:
Commercial$8,783 $8,330 5%$25,456 $25,714 (1)%
Consumer3,503 3,080 14%9,137 8,354 9%
Total CSG net revenue$12,286 $11,410 8%$34,593 $34,068 2%
Operating Income:
CSG operating income$1,002 $739 36%$2,309 $2,514 (8)%
% of CSG net revenue%%%%
% of total reportable segment operating income37 %30 %31 %34 %
VMware (a):
Net Revenue:
Total VMware net revenue$2,893 $2,671 8%$8,556 $7,779 10%
Operating Income:
VMware operating income$837 $709 18%$2,504 $2,055 22%
% of VMware net revenue29 %27 %29 %26 %
% of total reportable segment operating income31 %29 %34 %27 %
____________________
(a)    During Fiscal 2020, the Company reclassified Pivotal operating results from Other businesses to the VMware reportable segment. There was no change to consolidated results as a result of the reclassification. Prior period results have been recast to conform with current period presentation.



8


DELL TECHNOLOGIES INC.
Segment Information
(in millions, except percentages; unaudited; continued)
Three Months EndedNine Months Ended
October 30, 2020November 1, 2019October 30, 2020November 1, 2019
Reconciliation to consolidated net revenue:
Reportable segment net revenue (a)$23,203 $22,471 $66,949 $67,060 
Other businesses (a) (b)314 456 1,288 1,311 
Unallocated transactions (c)
Impact of purchase accounting (d)(39)(84)(129)(250)
Total consolidated net revenue$23,482 $22,844 $68,112 $68,122 
Reconciliation to consolidated operating income:
Reportable segment operating income (a)$2,721 $2,444 $7,400 $7,458 
Other businesses (a) (b)— 105 (48)
Unallocated transactions (c)(2)(1)(29)
Impact of purchase accounting (d)(49)(96)(165)(299)
Amortization of intangibles(845)(1,057)(2,547)(3,334)
Transaction-related expenses (e)(52)(76)(211)(165)
Stock-based compensation expense (f)(436)(322)(1,219)(886)
Other corporate expenses (g)(214)(55)(395)(792)
Total consolidated operating income$1,129 $836 $2,967 $1,905 
_________________
(a)During Fiscal 2020, the Company reclassified Pivotal operating results from Other businesses to the VMware reportable segment. Prior period results have been recast to conform with current period presentation.
(b)Secureworks, Virtustream, and Boomi constitute “Other businesses” and do not meet the requirements for a reportable segment, either individually or collectively. The Company completed the sale of RSA Security on September 1, 2020; prior to divestiture, RSA Security’s operating results were also included in Other Businesses and did not meet the requirements for a reportable segment. The results of Other businesses are not material to the Company’s overall results.
(c)Unallocated transactions includes other corporate items that are not allocated to Dell Technologies’ reportable segments.
(d)Impact of purchase accounting includes non-cash purchase accounting adjustments that are primarily related to the EMC merger transaction.
(e)Transaction-related expenses includes acquisition, integration, and divestiture related costs.
(f)Stock-based compensation expense consists of equity awards granted based on the estimated fair value of those awards at grant date.
(g)Other corporate expenses includes impairment charges, severance, facility 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.

10


DELL TECHNOLOGIES INC.
Selected Non-GAAP Financial Measures
(in millions, except per share amounts and percentages; unaudited)
Three Months EndedNine Months Ended
October 30, 2020November 1, 2019ChangeOctober 30, 2020November 1, 2019Change
Non-GAAP net revenue$23,521 $22,928 3%$68,241 $68,372 —%
Non-GAAP gross margin$7,771 $7,768 —%$22,722 $23,188 (2)%
% of non-GAAP net revenue33 %34 %33 %34 %
Non-GAAP operating expenses$5,046 $5,326 (5)%$15,218 $15,807 (4)%
% of non-GAAP net revenue21 %23 %22 %23 %
Non-GAAP operating income$2,725 $2,442 12%$7,504 $7,381 2%
% of non-GAAP net revenue12 %11 %11 %11 %
Non-GAAP net income$1,711 $1,445 18%$4,475 $4,405 2%
% of non-GAAP net revenue%%%%
Adjusted EBITDA$3,231 $2,857 13%$8,938 $8,586 4%
% of non-GAAP net revenue14 %12 %13 %13 %
Non-GAAP earnings per share - diluted$2.03 $1.75 16%$5.28 $5.35 (1)%

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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 EndedNine Months Ended
October 30, 2020November 1, 2019ChangeOctober 30, 2020November 1, 2019Change
Net revenue$23,482 $22,844 3%$68,112 $68,122 —%
Non-GAAP adjustments:
Impact of purchase accounting39 84 129 250 
Non-GAAP net revenue$23,521 $22,928 3%$68,241 $68,372 —%
Gross margin$7,261 $7,126 2%$21,270 $21,249 —%
Non-GAAP adjustments:
Amortization of intangibles375 517 1,122 1,555 
Impact of purchase accounting40 86 134 255 
Transaction-related expenses— — — (5)
Stock-based compensation expense51 33 141 91 
Other corporate expenses44 55 43 
Non-GAAP gross margin$7,771 $7,768 —%$22,722 $23,188 (2)%
Operating expenses$6,132 $6,290 (3)%$18,303 $19,344 (5)%
Non-GAAP adjustments:
Amortization of intangibles(470)(540)(1,425)(1,779)
Impact of purchase accounting(9)(10)(31)(44)
Transaction-related expenses(52)(76)(211)(170)
Stock-based compensation expense(385)(289)(1,078)(795)
Other corporate expenses(170)(49)(340)(749)
Non-GAAP operating expenses$5,046 $5,326 (5)%$15,218 $15,807 (4)%
Operating income$1,129 $836 35%$2,967 $1,905 56%
Non-GAAP adjustments:
Amortization of intangibles845 1,057 2,547 3,334 
Impact of purchase accounting49 96 165 299 
Transaction-related expenses52 76 211 165 
Stock-based compensation expense436 322 1,219 886 
Other corporate expenses214 55 395 792 
Non-GAAP operating income$2,725 $2,442 12%$7,504 $7,381 2%


12


DELL TECHNOLOGIES INC.
Reconciliation of Selected Non-GAAP Financial Measures
(in millions, except percentages; unaudited; continued)
Three Months EndedNine Months Ended
October 30, 2020November 1, 2019ChangeOctober 30, 2020November 1, 2019Change
Net income$881 $552 60%$2,162 $5,113 (58)%
Non-GAAP adjustments:
Amortization of intangibles845 1,057 2,547 3,334 
Impact of purchase accounting49 96 165 299 
Transaction-related expenses(286)76 (247)165 
Stock-based compensation expense436 322 1,219 886 
Other corporate expenses106 55 287 792 
Fair value adjustments on equity investments(489)(18)(591)(160)
Aggregate adjustment for income taxes169 (695)(1,067)(6,024)
Non-GAAP net income$1,711 $1,445 18%$4,475 $4,405 2%
Net income$881 $552 60%$2,162 $5,113 (58)%
Adjustments:
Interest and other, net(273)677 929 2,000 
Income tax benefit521 (393)(124)(5,208)
Depreciation and amortization1,361 1,494 4,017 4,608 
EBITDA$2,490 $2,330 7%$6,984 $6,513 7%
EBITDA$2,490 $2,330 7%$6,984 $6,513 7%
Adjustments:
Stock-based compensation expense436 322 1,219 886 
Impact of purchase accounting39 84 129 251 
Transaction-related expenses52 76 211 165 
Other corporate expenses214 45 395 771 
Adjusted EBITDA$3,231 $2,857 13%$8,938 $8,586 4%



13


DELL TECHNOLOGIES INC.
Reconciliation of Selected Non-GAAP Financial Measures
For the Three Months Ended October 30, 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$881 845 49 (286)436 106 (489)169 $1,711 
Less: Net income attributable to non-controlling interests (a)49 63 61 (34)(13)143 
Net income attributable to Dell Technologies Inc. - basic832 782 46 (291)375 97 (455)182 1,568 
Incremental dilution from VMware, Inc. attributable to Dell Technologies Inc. (b)(3)(4)
Net income attributable to Dell Technologies Inc. - diluted$829 $1,564 
Earnings per share - basic$1.11 $2.10 
Earnings per share - diluted$1.08 $2.03 
Weighted-average shares outstanding - basic747 747 
Weighted-average shares outstanding - diluted771 771 
_________________
(a)     Net income attributable to non-controlling interests is calculated by multiplying the minority interest percentage of VMware, Inc. and SecureWorks Corp. by their 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 Nine Months Ended October 30, 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$2,162 2,547 165 (247)1,219 287 (591)(1,067)$4,475 
Less: Net income attributable to non-controlling interests (a)139 187 10 20 172 (35)(77)425 
Net income attributable to Dell Technologies Inc. - basic2,023 $2,360 $155 $(267)$1,047 $278 $(556)$(990)4,050 
Incremental dilution from VMware, Inc. attributable to Dell Technologies Inc. (b)(8)(13)
Net income attributable to Dell Technologies Inc. - diluted$2,015 $4,037 
Earnings per share - basic$2.73 $5.46 
Earnings per share - diluted$2.64 $5.28 
Weighted-average shares outstanding - basic742 742 
Weighted-average shares outstanding - diluted764 764 
_________________
(a)     Net income attributable to non-controlling interests is calculated by multiplying the minority interest percentage of VMware, Inc. and SecureWorks Corp. by their 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 November 1, 2019
(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$552 1,057 96 76 322 55 (18)(695)$1,445 
Less: Net income attributable to non-controlling interests (a)53 75 13 55 — (50)(27)124 
Net income attributable to Dell Technologies Inc. - basic499 982 91 63 267 55 32 (668)1,321 
Incremental dilution from VMware, Inc. attributable to Dell Technologies Inc. (b)(6)(6)
Net income attributable to Dell Technologies Inc. - diluted$493 $1,315 
Earnings per share - basic$0.69 $1.82 
Earnings per share - diluted$0.66 $1.75 
Weighted-average shares outstanding - basic725 725 
Weighted-average shares outstanding - diluted750 750 
_________________
(a)     Net income attributable to non-controlling interests is calculated by multiplying the minority interest percentage of VMware, Inc., Pivotal Software, Inc., and SecureWorks Corp. by their 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 Nine Months Ended November 1, 2019
(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$5,113 3,334 299 165 886 792 (160)(6,024)$4,405 
Less: Net income attributable to non-controlling interests (a)905 219 17 18 152 — 24 (971)364 
Net income attributable to Dell Technologies Inc. - basic4,208 3,115 282 147 734 792 (184)(5,053)4,041 
Incremental dilution from VMware, Inc. attributable to Dell Technologies Inc. (b)(81)(25)
Net income attributable to Dell Technologies Inc. - diluted$4,127 $4,016 
Earnings per share - basic$5.84 $5.61 
Earnings per share - diluted$5.50 $5.35 
Weighted-average shares outstanding - basic720 720 
Weighted-average shares outstanding - diluted750 750 
_________________
(a)     Net income attributable to non-controlling interests is calculated by multiplying the minority interest percentage of VMware, Inc., Pivotal Software, Inc., and SecureWorks Corp. by their 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