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EX-10.4 - EXHIBIT 10.4_110317 - Dell Technologies Inc.exhibit104_110317.htm
10-Q - 10-Q - Dell Technologies Inc.delltechnologiesq3fy1810q.htm
EX-32.1 - EXHIBIT 32.1 - Dell Technologies Inc.exhibit321_110317.htm
EX-31.2 - EXHIBIT 31.2 - Dell Technologies Inc.exhibit312_110317.htm
EX-31.1 - EXHIBIT 31.1 - Dell Technologies Inc.exhibit311_110317.htm
EX-10.1 - EXHIBIT 10.1_110317 - Dell Technologies Inc.exhibit101_110317.htm


Exhibit 99.1

UNAUDITED ATTRIBUTED FINANCIAL INFORMATION
FOR CLASS V GROUP
(continued on next page)

The information presented below is intended solely to show the attribution of assets, liabilities, revenue, and expenses to the Class V Group in accordance with the Tracking Stock Policy of Dell Technologies Inc. ("Dell Technologies" or the "Company"), a copy of which is filed as Exhibit 99.2 to the Company’s annual report on Form 10-K for the fiscal year ended February 3, 2017. The individual income and expense line item amounts reflected in the column for VMware, Inc. ("VMware") are for informational purposes and do not represent actual income and expenses of the Class V Group. The Class V stockholders do not have any special rights related to, direct ownership interest in, or recourse against the assets and liabilities attributed to the Class V Group. Holders of the DHI Group Common Stock and the Class V Common Stock are stockholders of the Company and subject to all risks associated with an investment in the Company and all of its businesses, assets, and liabilities. This financial information could change in the future based on allocations or reallocations of assets and liabilities to the Class V Group.
 
Three Months Ended
 
Nine Months Ended
 
November 3, 2017
 
November 3, 2017
 
VMware Reportable Segment
 
Adjustments and Eliminations (a)
 
VMware

VMware Reportable Segment
 
Adjustments and Eliminations (a)
 
VMware
 
(in millions)
Net revenue
$
1,953

 
$
23

 
$
1,976

 
$
5,596

 
$
16

 
$
5,612

Cost of net revenue
245

 
33

 
278

 
730

 
107

 
837

Gross margin
1,708

 
(10
)
 
1,698

 
4,866

 
(91
)
 
4,775

Operating expenses:

 

 

 

 

 

Selling, general, and administrative
718

 
66

 
784

 
2,154

 
282

 
2,436

Research and development
351

 
98

 
449

 
1,026

 
272

 
1,298

Total operating expenses
1,069

 
164

 
1,233

 
3,180

 
554

 
3,734

Operating income (loss)
$
639

 
$
(174
)
 
465

 
$
1,686

 
$
(645
)
 
1,041

Interest and other income (expense), net attributable to VMware
 
 
 
 
3

 
 
 
 
 
92

Income before income taxes attributable to VMware
 
 
 
 
468

 
 
 
 
 
1,133

Income tax provision attributable to VMware
 
 
 
 
25

 
 
 
 
 
124

Net income attributable to VMware
 
 
 
 
$
443

 
 
 
 
 
$
1,009

____________________
(a)
Adjustments and eliminations primarily consist of intercompany sales and allocated expenses, as well as expenses that are excluded from the VMware reportable segment, such as amortization of intangible assets, stock-based compensation expense, severance, and integration and acquisition-related costs.



1



UNAUDITED ATTRIBUTED FINANCIAL INFORMATION
FOR CLASS V GROUP
(continued)

Reconciliation of net income attributable to VMware to Class V Common Stock economic interest in Class V Group:
 
 
Three Months Ended
 
Nine Months Ended
 
 
November 3, 2017
 
November 3, 2017
 
 
(in millions)
Net income attributable to VMware
$
443

 
$
1,009

Less: Net income attributable to non-controlling interests
(81
)
 
(183
)
Net income attributable to Class V Group
362

 
826

Less: DHI Group's 38.50% and 38.35%, respectively, weighted average retained interest in Class V Group
(139
)
 
(317
)
Class V Common Stock allocated interest in Class V Group
$
223

 
$
509



Reconciliation of VMware total net assets to Class V Common Stock allocated interest in Class V Group:
 
 
 
 
 
VMware
 
 
 
 
 
November 3, 2017
 
 
 
 
 
(in millions)
VMware balance sheet information
 
 
 
 
 
Total assets (1)(2)
 
 
 
 
$
19,594

Total liabilities (1)(2)
 
 
 
 
11,320

VMware total net assets
 
 
 
 
$
8,274

 
 
 
 
 
 
 
 
 
 
 
Class V Group
 
 
 
 
 
November 3, 2017
 
 
 
 
 
(in millions)
VMware total net assets
 
 
 
 
$
8,274

Less: Net assets attributable to non-controlling interests (3)
 
 
 
(1,499
)
Net assets attributable to Class V Group
 
 
 
 
6,775

Less: DHI Group's 38.90% retained interest in Class V Group
 
(2,636
)
Class V Common Stock allocated interest in Class V Group
 
$
4,139

 
 
 
 
 
 
Inter-group assets (4)
 
 
 
 
$

Inter-group liabilities (4)
 
 
 
 
$

____________________
(1)
Represents VMware's unadjusted assets and liabilities as of November 3, 2017 as consolidated into the Company's Condensed Consolidated Statements of Financial Position.
(2)
As determined by Dell Technologies' board of directors, the Company has not allocated any assets or liabilities between the DHI Group and the Class V Group.
(3)
Reflects the impact of non-controlling interests on net assets attributable to the Company, which had an ownership interest of 81.9% of VMware’s outstanding shares of common stock as of November 3, 2017.
(4)
Represents inter-group assets/liabilities between the Class V Group and the DHI Group in accordance with the Tracking Stock Policy. The Tracking Stock Policy states that any ordinary course commercial inter-group transactions are intended, to the extent practicable, to be on terms consistent with terms that would be applicable to arm's-length dealings with unrelated third parties.



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