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): July 8, 2009
Dell Inc.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other
jurisdiction of
incorporation)
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0-17017
(Commission File Number)
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74-2487834
(IRS Employer
Identification No.) |
One Dell Way, Round Rock, Texas 78682
(Address of principal executive offices) (zip code)
Registrants telephone number, including area code: (512) 338-4400
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events.
Dell is filing this Current Report on Form 8-K to revise 1) its historical operating segment
information and 2) the presentation of its products and services
revenue and related cost of net revenue
classification, originally contained in the financial statements and elsewhere in its Annual Report
on Form 10-K for the year ended January 30, 2009 (Fiscal 2009 Form 10-K), to correspond with its
current presentations.
As previously disclosed, effective the first quarter of Fiscal 2010, Dell completed its
reorganization of its geographic commercial segments [Americas Commercial; Europe, Middle East, and
Africa (EMEA) Commercial; and Asia-Pacific Japan (APJ) Commercial], to global business units
[Large Enterprise, Public, and Small and Medium Business (SMB)], reflecting the impact of
globalization on Dells customer base. Dells current four global business segments are Large
Enterprise, Public, Small and Medium Business, and our existing Consumer segment. As a result,
Dell reported its new business segments in its Quarterly Report on Form 10-Q for the period ended
May 1, 2009 (First Quarter Fiscal 2010 Form 10-Q). Large Enterprise includes sales of IT
infrastructure and service solutions to large global and national corporate customers. Public is
comprised of sales to educational institutions, governments, health care organizations, and law
enforcement agencies, among others. SMB consists of sales of complete IT solutions to small and
medium businesses. Consumer contains sales for individual consumers and retailers around the
world. Reference to Commercial business refers to Large Enterprise, Public, and Small and Medium
Business (Commercial).
Dell expects its enhanced services revenue to exceed 10% of total net revenue in Fiscal 2010. As a
result, in its First Quarter Fiscal 2010 Form 10-Q, Dell separately disclosed in the Condensed
Consolidated Statements of Income net revenue and cost of net revenue for services as required by
the U.S. Securities Exchange Commission (SEC) Regulation S-X article 210.5-03 Income
Statements. To maintain comparability among the periods, Dell has revised the Fiscal 2009,
Fiscal 2008, and Fiscal 2007 presentation of the components of net revenue and cost of net revenue
presented in the Consolidated Statements of Income from its Fiscal 2009 Form 10-K in order to
disclose net revenue and cost of net revenue for services. In conjunction with separating enhanced
services revenue and related cost, Dell elected to classify revenue and cost of net revenue related
to standalone software sold with post contract customer support (PCS) in the same line item as
enhanced services on Dells Consolidated Statements of Income. Services revenue and cost of
services revenue captions on the Consolidated Statements of Income include Dells enhanced services
and software from Dells software and peripherals product category.
Exhibit 99.1,
attached hereto and incorporated by reference herein, contains Items from the Fiscal 2009 Form
10-K, updated to reflect revised operating segment and revenue and cost of revenue classification
information. Dells First Quarter Fiscal 2010 Form 10-Q reflects Dells currently reportable
operating segments and revenue and cost of revenue classification information.
The updates to the Fiscal 2009 Form 10-K information relate solely to the presentation of operating
segment-specific information and net revenue and cost of net revenue classification information as
described above and do not affect Dells previously reported consolidated financial condition,
results of operations, or cash flows. The Fiscal 2009 Form 10-K has not been otherwise updated for events or developments that occurred subsequent to
the filing of the Fiscal 2009 Form 10-K with the Securities and Exchange Commission. For material
developments since the filing of the Fiscal 2009 Form 10-K, refer to Dells First Quarter Fiscal
2010 Form 10-Q.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit 23.1
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Consent of
PricewaterhouseCoopers LLP. |
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Exhibit 99.1
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Items from Annual Report on Form 10-K for the year ended
January 30, 2009, updated to reflect revised operating
segment information and revised revenue and cost of
revenue information: Part I Item 1 Business; Part
II Item 7 Managements Discussion and Analysis of
Financial Condition and Results of Operations; Part II
Item 8 Financial Statements and Supplementary Data. |
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