Dell seeks $4 billion in bond sale to refinance near-term debt and fund AI growth

Dell Technologies Inc. (NYSE:DELL) has formally initiated a multi-billion-dollar bond sale aimed at refinancing near-term obligations and strengthening its liquidity, according to a preliminary prospectus filed with the U.S. Securities and Exchange Commission (SEC) on Wednesday.

In its SEC Form 424B2 filing, joint co-issuers Dell International L.L.C. and EMC Corporation disclosed a public offering of senior unsecured notes divided into four separate series. A broad Wall Street syndicate, led by Barclays, BofA Securities, Citigroup, Goldman Sachs, HSBC, J.P. Morgan, TD Securities and Wells Fargo Securities, is managing underwriting for the book-entry deal.

While the preliminary SEC filing left exact offering amounts blank pending final market pricing, Bloomberg reported that Dell is targeting roughly $4 billion in aggregate proceeds. According to Bloomberg, the four tranches will carry maturities spanning three to ten years, with initial price talk on the longest-dated tranche set at a spread of up to 140 basis points over U.S. Treasuries.

Per the SEC filing, net proceeds are designated mainly to redeem Dell’s 4.900% First Lien Notes maturing in October 2026, with remaining funds intended for general corporate purposes and debt management. The new notes carry joint and several downstream guarantees from Dell Technologies Inc., Denali Intermediate Inc. and Dell Inc., and rank equally in payment rights with all existing senior debt.

Credit rating agencies moved quickly to assess the filing terms. Fitch Ratings and S&P Global Ratings assigned 'BBB+' issue-level ratings to the co-issued debt, while Moody's Ratings rated the notes 'Baa2' and assigned a positive outlook to Dell Inc.

Dell shares climbed more than 3% in Wednesday morning trading following the announcement.

The balance sheet optimization arrives as demand for AI infrastructure hardware surges. S&P Global’s rating commentary noted that Dell’s AI-related backlog has jumped to $95 billion, driven by expanding enterprise demand for specialized AI servers and core storage infrastructure.

Despite the new debt issuance, rating analysts expect Dell’s leverage metrics to stay manageable. Moody’s said that although gross leverage may temporarily rise by less than a quarter turn, growing EBITDA should push adjusted debt-to-EBITDA back toward 1.0x over the next 12 to 18 months.

Fitch similarly forecast core EBITDA leverage, excluding Dell Financial Services, improving toward 1.0x by fiscal 2028. Fitch emphasized that pre-dividend free cash flow exceeding $10 billion annually gives Dell ample capacity to maintain its commitment to returning 80% of adjusted free cash flow to shareholders while comfortably covering debt service.

Looking ahead, analysts see an enterprise server refresh as a multi-year catalyst for the hardware maker. S&P Global highlighted an estimated installed base of 1.2 million legacy servers nearing upgrade cycles as corporate clients adapt their data centers for agentic AI workloads.

With $11.6 billion in cash on hand as of July 31, 2026, and an undrawn $6 billion revolving credit facility available through 2031, Dell enters this debt refinancing from a strong liquidity position. Wall Street will now watch final deal pricing as underwriters gauge institutional bond demand across the four tranches.