Fitch rates Diamond notes BBB-/RR1

Fitch Ratings said it assigned a BBB-/RR1 rating to the senior Secured first-lien notes of co-issuers Diamond 1 Finance Corp. (Finco 1) and Diamond 2 Finance Corp. (Finco 2), in anticipation of Dell Inc.'s acquisition of EMC Corp.

Following Dell's acquisition of EMC, Finco 1 will merge into Dell International LLC, a wholly owned subsidiary of Dell, and Finco 2 will merge into EMC.

Dell International and EMC will be the respective surviving entities and co-issuers and will assume all of Finco 1's and Finco 2's obligations under the notes and related indenture, as well as other acquisition-related debt financings and transactions.

Finco 1 and Finco 2 will deposit the gross proceeds from the secured notes to an escrow account, which will be pledged as security for the benefit of holders of the secured notes. The Fincos will be required to redeem all of the notes at a redemption price of 101% of the initial issue price plus accrued and unpaid interest if Dell's acquisition of EMC is not consummated.

Dell and Dell International's current BB issuer default rating and related specific issue-level ratings remain on Rating Watch Positive. Fitch placed Dell and Dell International's ratings on Rating Watch Positive following the announcement that Dell will acquire EMC for a total consideration of $67 billion.

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