- Current report filing (8-K)
22 8월 2012 - 5:15AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSIO
N
Washington,
DC 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): August 21, 2012
____________
Dell
Inc.
(Exact
name of registrant as specified in its charter)
Delaware
|
0-17017
|
74-2487834
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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One Dell Way, Round Rock, Texas 78682
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(Address
of principal executive offices) (Zip Code)
|
Registrant’s
telephone number, including area code:
(800) 289-3355
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))
Item 2.02 — Results of Operations and Financial Condition.
On August 21, 2012, Dell Inc. (“Dell”) issued a press release announcing
its financial results for its fiscal quarter ended August 3, 2012. A
copy of the press release is furnished as Exhibit 99.1 to this report.
To supplement Dell’s condensed consolidated financial statements
presented on the basis of accounting principles generally accepted in
the United States of America (“GAAP”) which are furnished in Exhibit
99.1 to this report, Dell has presented information about non-GAAP gross
margin, non-GAAP operating expenses, non-GAAP operating income, non-GAAP
net income, and non-GAAP earnings per share (collectively, the “non-GAAP
financial measures”), which are not measurements of financial
performance under GAAP. A reconciliation of each historical non-GAAP
financial measure to the most comparable GAAP financial measure for
Dell’s fiscal quarter ended August 3, 2012 and certain prior fiscal
periods is included in the tables set forth under the heading
“Reconciliation of Non-GAAP Financial Measures” in Exhibit 99.1. In
addition a detailed discussion of Dell's reasons for including the
non-GAAP financial measures and the limitations associated with those
measures is presented in "Management's Discussion and Analysis of
Financial Condition and Results of Operations - Results of Operations -
Non-GAAP Financial Measures" in Dell's annual report on Form 10-K for
the fiscal year ended February 3, 2012. This additional non-GAAP
financial information is not meant to be considered in isolation or as a
substitute for net income, operating income, gross margin, operating
expenses, and earnings per share prepared in accordance with GAAP.
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. Furthermore, 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.
Dell herewith furnishes the following document as an exhibit to this
report:
(d) Exhibits
Exhibit
Number
|
|
Description
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99.1
|
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Press Release Issued by Dell Inc., dated August 21, 2012
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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.
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DELL INC.
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Date: August 21, 2012
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By:
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/s/ Janet B. Wright
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Janet B. Wright,
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Vice President and Assistant Secretary
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(Duly Authorized Officer)
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EXHIBIT INDEX
Exhibit
Number
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Description
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99.1
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Press Release Issued by Dell Inc., dated August 21, 2012
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