Item 1.01
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Entry into a Material Definitive Agreement.
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Commitment Letter for Debt Financing
The description of
the Commitment Letter (the Commitment Letter), dated November 14, 2018, among Dell, Inc., Bank of America, N.A., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Barclays Bank PLC, Citigroup Global Markets Inc.,
Citibank, N.A., Citicorp USA, Inc., Citicorp North America, Inc., Credit Suisse AG, Cayman Islands Branch, Credit Suisse Loan Funding LLC, Goldman Sachs Bank, USA, JPMorgan Chase Bank, N.A., Morgan Stanley Senior Funding, Inc., Deutsche Bank AG New
York Branch, Deutsche Bank Securities Inc., Royal Bank of Canada and RBC Capital Markets, UBS AG, Stamford Branch, and UBS Securities set forth in the Prior Form
8-K
is incorporated by reference into this
Amendment. Such description does not purport to be complete and is qualified in its entirety by reference to the full text of the Commitment Letter, a copy of which is filed as Exhibit 10.1 hereto and the terms of which are incorporated by reference
into this Amendment.
Investor Voting and Support Agreements
The description of the Voting and Support Agreements (the Investor Voting and Support Agreements), dated November 14, 2018, between the
Company and each of Elliott Associates L.P., Elliott International L.P. , Dodge & Cox, Mason Capital Master Fund, LP and Canyon Capital Advisors, LLC set forth in the Prior Form
8-K
is incorporated by
reference into this Amendment. Such description does not purport to be complete and is qualified in its entirety by reference to the full text of each of the Investor Voting and Support Agreements, copies of which are filed as Exhibit 10.2, Exhibit
10.3, Exhibit 10.4 and Exhibit 10.5 hereto and the terms of which are incorporated by reference into this Amendment.