As you read in our press release and Michael’s message, Dell today announced it has signed a definitive agreement under which Michael, Dell’s Founder, Chairman and Chief Executive Officer, and global technology investment firm Silver Lake, will acquire Dell and take it private.

Until the transaction closes, we remain a publicly-traded company and will continue to report quarterly financial results. Our FY14 business plan remains unchanged and we must continue to execute against it. Our focus remains on serving our customers, providing them a superior experience and the products and solutions to help them do and achieve more.

I know that many of you are still processing this news and want to know more about what this means for you – recognizing that this potential transaction could create uncertainty. I’m sure you have questions.

What I can tell you is that I may be able to answer some of your questions, but many of them I will not be able to. What I can commit to is that I and my leadership team are here to listen as needed through this transaction.

For today, I want to ground us in some facts.

Dell has our industry’s most talented team members, led by an outstanding management team, a globally-recognized brand, solid cash flow and a strong balance sheet.

We fully believe that we can best serve our customers and complete our transformation into a leading global, end-to-end solutions provider, through this route with a consolidated and aligned shareholder base that will collaborate with us on our strategy and are willing to invest patient capital. Michael and Silver Lake are both committed to see this journey through under a new, private structure.

I want to spend the bulk of this call going over what this means for you.

I want to remind you that nothing changes as a result of the announcement today.

Our brand, purpose and values remain unchanged.

You still work for the same company with the same manager in the same building and serve the same customers.

Following completion of the transaction, Michael will continue to lead the Company as Chairman and CEO and will be the majority owner.

Dell will continue to be an employer of choice and a destination for the world’s best talent. We will continue to develop inspiring leaders, champion team members and promote a culture in which team members are encouraged to take risks, feel supported and valued.

Dell will continue to offer market competitive compensation, including base salary, bonus and long-term incentive plan.

Your base salary remains the same and we will be rolling-out our FY14 merit increases as planned.

Your benefits remain the same.

The annual bonus plan will remain intact and participation levels will remain the same. Once the transaction closes, we will consider making some changes to align our targets to more directly with long-term cash flow growth. This will be reviewed after the potential transaction closes, which is expected to be in the second quarter of FY14. In the meantime, our FY14 plans will look very similar to FY13.

At their discretion, our Board of Directors has determined that our FY13 bonus plan will pay out at 70 percent to all participants. This payout is in line with our expected financial and strategic performance for the year in a very challenging environment. This payout will occur as it normally does in late March.

For participants in our Long Term Incentive (LTI) plans who have received Dell common equity shares in the past (in the form of RSUs, Stock Options or Performance Based Shares), we will be communicating with you directly about your current vested and unvested Dell equity and its treatment in this potential transaction.

Now I want to spend some time outlining what you can expect over the next few months.

The announcement today begins a process that is expected to conclude in the latter part of the second quarter of our fiscal year. Nothing changes until we work through the details of the transaction, obtain the approval of current stockholders and close the transaction.

As a further protection for stockholders, the Special Committee has negotiated as part of the merger agreement a 45-day “go-shop” period, during which the Special Committee—with the assistance of independent financial and legal advisors— will actively solicit, receive, evaluate and potentially enter into negotiations with parties that offer alternative proposals.

Following the go-shop process, closing of the transaction is subject to the affirmative vote in favor of the transaction by holders of a majority of the Company’s outstanding shares, excluding shares held by Michael or certain members of Dell’s management or Board of Directors. The approval will be sought at a special meeting of stockholders.

There can be no assurance that this go-shop process will result in a superior offer.

We are limiting communications between now and the special meeting, which means that we will not provide additional manager talking points or distribute communications more widely than necessary and in no case without prior legal approval. Limited communications includes not commenting on One Dell Way or public blogs, as well as Chatter, Twitter and other social media.

During this time, you can expect to see media reports covering a number of topics related to this transaction. Some of those reports may raise more questions for you. And while I recognize this will be the case, I want to let you know now that I will not be able to provide additional information related to what you read externally.

If you are contacted by investors, industry analysts or media regarding this transaction, please direct them to:

For media: Marc Bien or David Frink

For industry analysts: Marc Bien

For investors: Rob Williams or David Mehok

I will keep you updated as much as possible during this time as I have facts that I can share with you.

Again, I want to reiterate that as of now, this is a proposed transaction. Today, we remain a publicly-traded company and will continue to operate as such on behalf of our stockholders. It is important to remain focused on serving our customers, providing them a superior experience and the products and solutions to help them do and achieve more.

This is an exciting new chapter in Dell’s transformation. We are making great progress, and we have much more opportunity in front of us.

I’d like to now open the meeting up for questions from you? Please note, I may not be able to answer many of your questions. Those that I’m not able to, I will table and send to Communications.

Thank you all for joining the meeting today.

A definitive merger agreement has been reached under which Michael, Dell’s Founder, Chairman and CEO, and affiliates of global technology investment firm Silver Lake will acquire Dell and take it private.

This transaction is an exciting new chapter for Dell, our customers and team members. We can immediately deliver value to stockholders, while we continue the execution of our long-term strategy and focus on delivering best-in-class solutions to our customers as a private enterprise.

Under a new, private company structure, we will have the potential to fully pursue and realize our end-to-end solutions strategy; continue organic and inorganic investment; and grow our business with our partners.

The Board of Directors of Dell, on the unanimous recommendation of a special committee comprised of four independent directors who negotiated the transaction with the assistance of independent financial and legal advisors, has approved the merger agreement and will recommend that stockholders of Dell approve the agreement. Michael recused himself from all Board discussion and the Board vote regarding this transaction.

The Special Committee has negotiated as part of the merger agreement a 45-day “go-shop” period, during which the Special Committee—with the assistance of its independent financial and legal advisors—will actively solicit, receive, evaluate and potentially enter into negotiations with parties that offer alternative proposals. After the conclusion of that 45-day period, the Special Committee will be permitted to continue discussions and enter into or recommend a transaction with any person or group that submitted a qualifying proposal during the 45-day period.

Following the go-shop process, the transaction is expected to close before the end of the second quarter of Dell’s FY2014, subject to approval by a majority of the outstanding Dell shares, excluding shares owned by Michael or certain members of Dell’s management and Board of Directors, as well as the satisfaction of customary closing conditions.

Yes. This transaction is an exciting new chapter for Dell, our team members and our customers. We can immediately deliver value to stockholders while continuing to execute our long-term growth strategy and our focus on helping customers achieve their goals.

Michael will continue to serve as chairman and CEO. The current senior leadership team remains the same.

Until the transaction closes, we remain a publicly-traded company and will continue to report quarterly financial results. Our FY14 business plan remains unchanged and we must continue to execute against it. Our focus remains on serving our customers, providing them a superior experience and the products and solutions to help them do and achieve more.

Our brand, purpose and values remain unchanged. You still work for the same company with the same manager in the same building and serve the same customers.

The proposed transaction will enable us to pursue our long-term growth plan and transformation, and maintain our focus on helping customers achieve their goals.

Many of our most important priorities and initiatives will remain intact and in some cases accelerate, including: the new Dell business model, our Business Unit structure and our productivity and efficiency program targeting $2 billion in opportunity across the company.

Upon closing of this transaction, which is subject to shareholder approvals and other customary closing conditions, Dell will be owned by Michael and Silver Lake, and shares of Dell will no longer be traded publicly.

Our brand, purpose and values remain unchanged. You still work for the same company with the same manager in the same building and serve the same customers.

As a private company, our stock will no longer be traded on the NASDAQ stock exchange, ownership will no longer be available to public investors and we will no longer be subject to NASDAQ rules and regulations and most public company reporting requirements.

No. Dell will continue to be headquartered in Round Rock, Texas.

The prospective buyers believe a strong and competitive portfolio of end-to-end solutions is a key asset and one that our customers value.

We fully believe that we can and will achieve our transformation into a leading global, end-to-end solutions provider, but we are best served pursuing this route as a private company.

We expect that the proposed private structure will allow us to pursue our transformation and growth:

Michael will be the majority owner and will remain CEO.

New debt required for the transaction does not result in a restrictively leveraged capital structure.

The cost of servicing the debt in the proposed structure over the next three years is projected to be approximately the same or slightly less than Dell’s dividend and share repurchase costs over the past three years.

The proposed transaction allows us to continue organic and inorganic investment to pursue our growth and transformation.

Under the terms of the agreement, team members will receive $13.65 in cash for each share of Dell common stock they hold.

For participants in our Long Term Incentive (LTI) plans who have received Dell common equity shares in the past (in the form of RSUs, Stock Options or Performance Based Shares), we will be communicating with you directly about your current vested and unvested Dell equity and its treatment in this potential transaction.

Team members are free to trade in Dell stock and exercise options except during companywide blackout periods. Team members who are subject to trading restrictions due to their role in the company or involvement in special projects must obtain prior approval from Robert Lindsey, our SEC counsel.

We do not anticipate job eliminations as a result of the proposed transaction. Rather, the proposed transaction will enable us to accelerate our long-term growth plan and transformation, and maintain our focus on helping customers achieve their goals.

However, many of our most important priorities and initiatives will remain intact and, in some cases accelerate, including: the new Dell business model, our Solution Group structure and our productivity and efficiency program targeting $2 billion in opportunity across the company.

Silver Lake brings deep expertise in the global technology sector developed through more than a decade of investing in technology and technology enabled companies around the world.

The firm was built around technology specialization—they know all the tech business models, understand the value chain and have an extremely strong global network of contacts.

Silver Lake will provide long-term support to help Denali innovate, invest for growth and accelerate the company’s transformation strategy.

Yes. Silver Lake wholly supports our long-term strategy to transform the business. Silver Lake will provide long-term support to help Denali innovate, invest for growth and accelerate the company’s transformation strategy.

Silver Lake brings deep expertise in the global technology sector developed through more than a decade of investing in technology and technology-enabled companies around the world.

Customers can expect the superior solutions, services and experience they have come to rely upon from Dell, and it is important to reassure them of that. Partners can expect we will continue to provide superior value to them as they work with us to serve our customers.

We believe this transaction strengthens Dell’s capabilities to bring industry-leading, differentiated, simplified and easy-to-manage solutions to customers worldwide.

We believe that ultimately our customers and partners will benefit from our accelerated transformation.

Dell continues to have solid cash flow and balance sheet, a strong management team and a globally-recognized brand. Our potential new owners are fully committed to winning in the marketplace, offering innovative products and solutions and providing a superior customer experience.

Dell will continue to honor its supplier agreements, terms and commitments.

Dell continues to have solid cash flow and balance sheet, a strong management team and a globally-recognized brand.