Dell Shares : Dell Corporate

SRI in the Rockies

Robert L Williams — Thu, 29 Oct 2009 15:13:00 GMT

We just got back from SRI in the Rockies where I had an opportunity to meet with several socially responsible investors and stakeholders. Dell was happy to be a sponsor and help celebrate SRI in the Rockies 20th anniversary. This is an important event that brings together a community of investors, stakeholders and academics all focused on creating a cleaner environment, more socially responsible business practices, and better working conditions for everyone.

I held a short group presentation to discuss engagement between our corporate responsibility and IR function and our stakeholders at large. Engagement with our stakeholders has always been an important part of raising our awareness at Dell. We began more than 12 years ago when I first received a call to fill out a SRI survey and we had no corporate responsibility team at the time. We went out to disparate groups throughout the organization to answer most of these questions.

Today things have changed significantly. We have a strong Corporate Responsibility team and through involvement of stakeholders like you, Dell took a leadership position in becoming the first company to offer a free consumer recycling program, the first to become operationally carbon neutral, and now we publish our list of Tier 1 suppliers. Every product we make is more energy efficient and has a bottom line effect for both our customers and Dell.

Our progess here has been more of a journey and you, the stakeholders and SRI community, have always been there steering and mentoring us as we go. During our discussion, one of our long time friends in this process has been Tim Smith from Walden Asset Management who has always counseled us on important issues. We appreciate this candid feedback. To Tim and others, we say that we appreciate your help, and look forward to your continued help and involvement.

Please take a look at our Corporate Responsibility report. We have made a lot of progress but there is always more to do. If you have feedback, please share it.

Thanks. And we look forward to next year's SRI in the Rockies conference in San Antonio.

Dell Files Tender Offer for Perot Systems

DELL-Janet W — Fri, 02 Oct 2009 15:02:00 GMT

We're moving right along with the acquisition of Perot Systems! Today, we commenced our tender offer to acquire the company.

What is a tender offer you ask?

The tender is a formal process of making a public offer directly to Perot's shareholders to buy their shares at the previously stated price of $30 per share. The offer was filed with the Securities and Exchange Commission. To learn more, I encourage you to read the tender offer, the press release we issued, and take a look at the ad that appears in today's Wall Street Journal.

We've taken some other steps getting us closer to closing the deal. Since the merger announcement on September 21, we have submitted competition law filings in the United States and some other countries. As a result, we are now in a waiting period that the government may choose to shorten or extend pending any antitrust concerns. These filings and waiting periods are pretty typical for any transaction of this type.

We have also begun integration planning with Perot Systems. Teams are being put in place to oversee this integration planning, which includes organizational resource alignment, financial reporting implications, systems integration plans, and other typical things associated with an integration process. While we are engaged in the planning process, we are also mindful that that we cannot combine the two companies until we close the transaction.

So what happens next with the tender offer?

Unless extended, the tender offer begins today and ends at midnight on November 2. Perot shareholders have this period to tender their shares for the offer price of $30 per share. Upon acceptance for payment of shares in the tender offer, Perot Systems becomes a subsidiary of Dell.

Today's news represents the next step in the acquisition process, and when completed, this bigger and better Dell is expected to help customers grow and thrive with a broader range of IT services and solutions.

We look forward to sharing with you more details through this exciting process. Once we close on the acquisition, you'll be hearing more detailed thoughts about our services strategy, organization, key initiatives and financial information. At that time, Dell leaders will provide more detail around our growth, synergy and integration plans.

Until then, your questions and comments are welcome.

SPECIAL NOTE: This blog post is for informational purposes only, and is not an offer to purchase or a solicitation of an offer to sell securities. The tender offer is being made only pursuant to the Offer to Purchase, Letter of Transmittal and related materials that Dell and DII- Holdings Inc. have filed with the SEC on a Tender Offer Statement on Schedule TO on October 2, 2009. In addition, Perot Systems has filed a Solicitation Recommendation Statement on Schedule 14D-9 with respect to the tender offer on October 2, 2009. The Tender Offer Statement (and related materials) and the Solicitation/Recommendation Statement contain important information that should be read carefully before any decision is made with respect to the tender offer. Those materials may be obtained free of charge from D.F. King & Co., Inc., the information agent for the tender offer, toll-free at (800) 488-8095 (banks and brokers call collect (212) 269-5550). In addition, all of those materials (and all other offer documents filed with the SEC) are available at no charge on the SEC's website at www.sec.gov.

Dell - Perot Systems

Robert L Williams — Mon, 21 Sep 2009 11:00:00 GMT

Today, Dell and Perot Systems entered a definitive agreement for Dell to acquire Perot Systems in a transaction valued at $3.9 billion. Terms of the pairing were approved by boards of both companies.

We anticipate the combination will close by end of Dell's fiscal 4th quarter, pending regulatory approval, and will be funded with existing cash. Perot Systems' current CEO, Peter Altabef will lead the combined services units of joint Perot Systems' and Dell's services units. The new business unit will be called Perot Systems, a Dell Company and will be run out of Perot's current Plano, Texas campus.

This acquisition is about our strategy to provide next-generation IT service delivery and grow our enterprise revenue base. This is a key acquisition in our strategy to transform the company and IT services will be a significant part of our strategy and we have been focused on finding the right asset in this space, which Perot Systems provides. Perot Systems' expertise in infrastructure & operations, business processes, application development services strongly complements Dell's existing services offerings and global reach. Not only do they have a robust services portfolio, but they have tremendous segment expertise, including growth areas such as healthcare and government.

This combination allows Dell to gain a scalable asset that we can leverage our direct customer footprint to build out rapidly. We think we can add on other assets (including ours), and globalize Perot Systems into a strong global service company. Perot Systems' world-class services innovation brings several key service offerings we don't enjoy today. Another critical element to understand regarding this announcement is that Dell and Perot Systems are very familiar with each other from a capability and cultural standpoint. We have enjoyed a longstanding relationship over the past several years and with our announcement today take this relationship to the next level, which will allow us to deliver the best possible value for our customers. The pairing results in a compelling combination of companies that have similarly strong, relationship-based business cultures, and that are known for focus on helping customers thrive by using IT for greater effectiveness and productivity.

There will be more details about this acquisition once we close and satisfy the customary regulatory requirements involved. In the end, our strategic mission remains the same -- to provide disruptively great value to our customers... while balancing our financial goals of liquidity, profitability, growth. Thanks and we welcome your questions as always.

Rob

Additional Information

The planned tender offer described in this blog posting has not yet commenced. The description contained in this blog posting is not an offer to buy or the solicitation of an offer to sell securities. At the time the planned tender offer is commenced, Dell will file a tender offer statement on Schedule TO with the Securities and Exchange Commission (the "SEC"), and Perot Systems will file a solicitation/recommendation statement on Schedule 14D-9 with respect to the planned tender offer. The tender offer statement (including an offer to purchase, a related letter of transmittal and other tender offer documents) and the solicitation/recommendation statement will contain important information that should be read carefully before making any decision to tender securities in the planned tender offer. Those materials will be made available to Perot Systems's stockholders at no expense to them. In addition, all of those materials (and all other tender offer documents filed with the SEC) will be made available at no charge on the SEC's website: www.sec.gov.

CFO Brian Gladden Discusses Dell Q2 Fiscal Year 2010 Performance

Robert L Williams — Thu, 27 Aug 2009 17:16:00 GMT

I am pleased to have Brian Gladden, Senior Vice President and CFO, join us on Dell Shares to provide his view on the second quarter, the economy, industry demand, and the company's outlook.

Dell announced second-quarter fiscal-year 2010 financial results on August 27th. Dell reported improved business performance with revenue up 3% sequentially to $12.8 billion. EPS was $0.24 per share and operating expenses were down 14% versus Q2 last year. In addition, cash flow from operations exceeded $1 billion.

I strongly encourage you to read the full press release and earnings presentation; and listen to our conference call that can be found on the investor relations web site. As always, we encourage you to ask questions or leave comments on Dell Shares.

Best,

Rob

(Please visit the site to view this media)

2009 Proxy Statement and Interactive Year in Review

Robert L Williams — Tue, 02 Jun 2009 21:21:00 GMT

In conjunction with our July 17th Annual Meeting of Stockholders, we filed our proxy statement on Monday, June 1^st and will begin mailing notices to shareholders on Friday, June 5^th. As a shareholder, once you receive your notice in the mail, you can access the voting page online where you will find: the proxy statement, our form 10-K annual report, a link to our 2009 Interactive Year in Review and information on the time and location of the annual meeting.

In this year's proxy filing, we have two routine company proposals: the election of directors and ratification of our independent auditor. In addition, we have two stockholder proposals: reimbursement of proxy expenses and the adoption of a simple majority vote. In the proxy, you will find details on each of these proposals as well as the Board's statements in support or opposition. Whether you are a current shareholder or simply an interested individual, we encourage you to review our proxy statement.

In addition to the proxy statement, we also encourage you to visit our online Fiscal Year 2009 Interactive Year in Review, which contains a letter from Michael reiterating Dell's focus on customers from its first days in 1984 through the last 25 years and beyond. He also describes the company's ability to transform and meet customers' needs and requirements. Our online interactive year in review is one example of this innovative change. Last year, Dell was one of the first to launch a completely online and interactive year in review, which not only created a better user experience for our visitors, but also helped reduce our global footprint by reducing our paper usage.

This year, we leveraged the success of the 2008 year in review and are excited to offer even more interactive features. The 2009 Year in Review offers more content-sharing features, better search capability, online community conversations, a video player and links to customer case studies. We also added a downloads page where you will find downloadable files of the sections of our annual report on Form 10-K filed with the SEC on March 26, 2009, as well as full downloads of the 10-K and the Chairman's letter.

We value your opinion and your vote. Shareholder feedback enables us to serve you better. Proxy voting is an important means by which you as an investor can have a say in the business operations and activities of Dell. We look forward to seeing those of you who are able to join us on July 17^th for the annual meeting. As always, we encourage you to ask questions or leave comments on Dell Shares.

CFO Brian Gladden Discusses Dell Q1 Fiscal Year 2010 Performance

Robert L Williams — Thu, 28 May 2009 20:15:00 GMT

Dell announced first-quarter fiscal-year 2010 financial results on May 28^th. Brian Gladden, Senior Vice President and CFO, discusses the results and the company's outlook. Please review earnings materials on the Dell Investor Relations Q1 events page. All comparisons are year-over-year unless otherwise noted.

We announced Q1 results today. Revenue was down 23% to $12.3 billion. EPS was $0.15 per share and cash from operations was $761 million.

I am pleased to have Brian Gladden join us on Dell Shares to provide his view on the first quarter, the economy, industry demand, and the company's outlook.

(Please visit the site to view this media)

Also, we strongly encourage investors to read the full press release and earnings presentation; and listen to our conference call that can be found on the investor relations web site. As always, we encourage you to ask questions or leave comments on Dell Shares.

Dell Defines New Environmental Tracking Metrics

Tod Arbogast — Wed, 20 May 2009 20:39:00 GMT

Dell’s commitment to be the Greenest Technology Company on the Planet continues to make great progress. This quarter, TBR announced that Dell topped its first-ever Corporate Sustainability Index Benchmark Report for 2009, which measures the environmental initiatives of 40 companies in the computer hardware, software, professional services and network and telecommunications sectors. In addition, GreenFactor ranked Dell the #1 green technology brand where more than 3,500 enterprise IT decision makers were surveyed on their perception of 26 enterprise technology brands. Both rankings provide some real world support for our efforts toward integrating environmental sustainability throughout our operations and products.

Beginning in July, we will also begin providing more transparency into Dell’s environmental metrics and for the first time will publish a list of our Tier One suppliers in this year’s Corporate Responsibility report.

Over the past year, we have participated in and held several stakeholder engagement meetings. The first was the Electronics Goes Green Conference in Europe. Next, there were a series of conference calls facilitated by CERES, which is a national network of investors, environmental organizations and other public interest groups working with companies and investors to address sustainability challenges such as global climate change. The calls were dedicated to specific topics around our environmental strategy, Enviro 2.0. And lastly, a large group stakeholder meeting was held here in Round Rock where all previous attendees were invited onsite to present their views directly to Michael Dell. From all of these meetings, we learned from our stakeholders that they wanted to have a broader and clearer understanding of our Enviro 2.0 strategy. They also told us to strengthen our commitment by publishing environmental metrics and providing more information regarding our supply chain.

In support of this feedback, we have since decided to publish the following metrics in the online version of our upcoming Corporate Responsibility report due out in July. We are still in the process of deciding actual targets and will update this information online.

· Resources: Total Water, Total Paper, Percent FSC Paper

· Recycle & Reuse: Total Mfg Non-hazardous Waste, Percent Recycled and Percent Reused

· Buildings: LEED Score New Space

· Future Consideration: Hazardous Waste; Hazardous Waste Reduction; DELL Total Non-hazardous Waste, Percent Recycled and Percent Reused

The meetings we held with stakeholders at these events gave us an opportunity to really listen to what they needed to assess our commitment to the environment. In some places we were in agreement, while in other areas we openly discussed the business challenges we face and sometimes agreed to disagree. What was so inspiring was the fact that we all left the meetings with a better understanding of each other.

We believe our decision to publish metrics that strengthen the five pillars of our Enviro 2.0 strategy makes sense to stakeholders, provides them with more confidence in our strategy, and increases their visibility to track our progress.

As always, we invite your feedback.

Tod Arbogast

Director, Dell Sustainable Business

Changes to Dell’s External Reporting Effective First Quarter Fiscal 2010

Lynn Tyson — Fri, 15 May 2009 14:49:00 GMT

We are scheduled to report our Fiscal 2010 first quarter earnings on May 28, 2009. When you look at our financial tables you will notice a few key changes to how we report some of the information and I describe those changes below. Our financial tables will also include our Fiscal 2009 results, by quarter, restated for these changes so that you can easily compare our year-over-year results. As always, our IR team is here to answer your questions - so after we report our first quarter earnings we'd be happy to answer any questions you have about these changes.

Global Customer Segments

On December 31, 2008 we announced that to serve business customers with faster innovation and greater responsiveness we would change the organization of our commercial business from three geographic segments (Americas, Asia-Pacific and Japan and EMEA) to three global customer segments: Large Enterprise, Public and Small and Medium Business. Our Consumer business, which was globalized in 2008, would remain unchanged. In our first quarter, we completed our reorganization and changed our internal reporting to correspond to how we run our business. As a result, we will now report revenue and operating income for four global customer segments.

Service and Product Revenue

There will be two primary changes to the reporting of our product and service revenue. One will affect our profit and loss (P&L) presentation and the other will change our supplemental line of business financial information for enhanced services and products.

First, the Securities and Exchange Commission Rules (SEC) require enhanced service revenue and cost of goods sold (COGS) associated with those revenues to be presented separately on the P&L once that revenue reaches 10% of a company's total revenue. As a result of our strategy to diversify our revenue and profit streams we have hit that percentage and will now break out the services revenue and COGS. With the change in our P&L presentation we will classify revenue and COGS related to software with post contract customer support in the same line item as enhanced services in our P&L.
Second, as a part of our review of our services disclosure we identified certain offerings that had previously been reported in services revenue that are substantially more similar to our standard warranty offerings, or "attached to the box" and therefore that revenue is more appropriately classified as product revenue and will be included in the product revenue in the future.

Organizational Effectiveness Expenses (OE)

Global customer segment operating income will no longer reflect the impact of OE expenses which include items such as severance and facility closure expenses.

Compensation

Stock compensation expense has historically been excluded from the operating income of our segment disclosure. In FY 2010 we have shifted a portion of our broad based long-term performance compensation from equity to cash. The cash portion of the long-term performance compensation will be included along with stock compensation and excluded from segment operating income.

CFO Brian Gladden Discusses Dell Q4 Fiscal Year 2009 Performance

Robert L Williams — Thu, 26 Feb 2009 20:04:00 GMT

Dell announced fourth-quarter fiscal-year 2009 financial results on Feb. 26. Brian Gladden, Senior Vice President and CFO, discusses the results and the company's outlook. Please review earnings materials on Dell Investor Relations Q4 events page. All comparisons are year-over-year unless otherwise noted.

We announced Q4 results today. Revenue was down 16% to $13.4 billion. EPS was $0.18 per share and cash from operations was $729 million. For the full year fiscal 2009, revenue was $61.1B and EPS was $1.25. Cash flow from operations was $1.9B, and we completed the year with $9.5B in cash and investments.

Each quarter we evolve the format here on Dell Shares to provide you with a little more insight into what is going on in our business. This quarter, instead of writing our traditional earnings blog, I am pleased to have Brian Gladden join us on Dell Shares to provide his view on the fourth quarter, the economy, industry demand and the company's outlook.

(Please visit the site to view this media)

Also, we strongly encourage investors to read the full press release and earnings presentation; and listen to a replay of our conference call that can be found on the investor relations web site after the earnings call. As always, we encourage you to ask questions or leave comments on Dell Shares.

Anticipated Q4 Expense Items Toward $3 Billion in Cost Reductions

Lynn Tyson — Wed, 28 Jan 2009 20:45:00 GMT

In March last year, we announced actions to enhance the company's competitiveness, improve our cost structure and optimize operations. At that point, we announced the closure of desktop manufacturing in Austin. More recently, we announced a new global segmentation and the migration of computer systems production in EMEA to Dell facilities in Poland and contract manufacturers by the beginning of Dell's fiscal 2011. The combination of these efforts, in addition to a revitalization of our entire product and service portfolio , continue to help us drive toward delivering on $3 billion in annualized cost savings by the end of fiscal 2011.

Today we announced that we expect to recognize in our fiscal 2009 fourth quarter a pretax expense of $135 million associated with further optimizing our global manufacturing and distribution network, and the continued rationalization of Dell's workforce.

In addition, we will incur $145 million in pretax, non-cash stock option expense, including $106 million in accelerated vesting of previously awarded stock options. Dell routinely evaluates its compensation program, including the use of stock options. The acceleration, effective Jan. 23, covers 20.4 million shares with a weighted-average exercise price of $22.02. The action means Dell will recognize all expenses associated with these options in Q4, rather than over time. This action is a non-cash expense based on SFAS 123R stock option accounting. The remaining $39 million of stock expense is related to an annual true-up of full-year stock-based compensation forfeitures.

Together the cost-reduction and stock-option actions will total pretax $280 million, or 11 cents per share. The company will announce its Q4 and full fiscal-year 2009 financial results on Feb. 26.