Fitch Ratings downgraded its rating on Dell Inc. (DELL) two notches further into junk territory, citing expectations the computer giant's shareholders will approve a leveraged buyout at a special meeting later this week.

Fitch cut Dell's rating to double-B-minus, three levels into junk territory, from double-B-plus. The firm also removed Dell's ratings from watch for a downgrade, where it was placed in February following the company's announcement of a buyout by founder Michael Dell and private equity firm Silver Lake. Dell now has been assigned a stable outlook.

Despite total leverage at the higher end of Fitch's prior range, Dell's new rating is supported by Fitch's belief that Dell will aggressive de-lever with free cash flow. The ratings agency also thinks recent profitability pressures will be mitigated by substantial cost savings, initial returns on significant prior long-term investments that have weighed on margins and a moderation in the highly aggressive pricing environment for industry standard servers.

Fitch noted its credit concerns center on the low-margin personal computer business accounting for about one-third of Dell's operating profit in the first half of the year, continued aggressive PC pricing, potential hardware revenue pressures from aggressive cloud adoption by the U.S. government and limited financial flexibility.

Dell shareholders on Thursday will vote on a $24.8 billion buyout offer from Mr. Dell and Silver Lake that would take the computer company private for $13.75 a share plus a special dividend.

Dell, once the world's largest personal-computer maker, has largely been sidelined as tablets and smartphones became the more popular devices and PC sales shrank. In recent years, the company has looked to move beyond its core PC business and expand into more lucrative and high-margin businesses. To offset the slumping PC business, Dell has been on an acquisition binge, adding a variety of software, storage and networking tools.

Last month, Dell reported its fiscal second-quarter earnings declined 72% as it recorded flat revenue and an increase in operating expenses. The quarter marked Dell's seventh period of year-over-year profit declines. However, results beat Wall Street expectations.

Dell shares closed at $13.85 and were unchanged after hours. Through the close, the stock is up 37% since the start of the year.

Write to Nathalie Tadena at nathalie.tadena@wsj.com

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