-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LeowHD+zQWbeYRYHe6xOvC+ABO4vN5QoqZ5JYnBcfteLaVO+zzDgN92/ZqAQU01r sPf5TrHoPNkP92PhylmgDA== 0000026999-99-000008.txt : 19991018 0000026999-99-000008.hdr.sgml : 19991018 ACCESSION NUMBER: 0000026999-99-000008 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991231 ITEM INFORMATION: FILED AS OF DATE: 19991004 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DATA GENERAL CORP CENTRAL INDEX KEY: 0000026999 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER & OFFICE EQUIPMENT [3570] IRS NUMBER: 042436397 STATE OF INCORPORATION: DE FISCAL YEAR END: 0925 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-07352 FILM NUMBER: 99722701 BUSINESS ADDRESS: STREET 1: 4400 COMPUTER DR CITY: WESTBORO STATE: MA ZIP: 05180 BUSINESS PHONE: 5088985000 MAIL ADDRESS: STREET 1: 4400 COMPUTER DRIVE CITY: WESTBORO STATE: MA ZIP: 05180 8-K 1 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): October 4, 1999 DATA GENERAL CORPORATION ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 1-7352 04-2436397 - --------------------------- ------------ ------------------- (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation) File Number) Identification No.) 4400 Computer Drive, Westboro, Massachusetts 01580 - ---------------------------------------------- ----------- (Address of Principal Executive Offices) (Zip code) Registrant's telephone number, including area code: (508) 898-5000 --------------- Not Applicable ------------------------------------------------------------- (Former Name or Former Address, if changed since last report) Item 5. Other Events. Data General Corporation has announced that when the company's merger with EMC Corporation is completed, its shareholders will receive 0.3125 shares of EMC common stock for each share of Data General common stock they hold. The exchange ratio is based on the $68.97 average price for EMC common stock during the 20-day trading period that ended October 1. A copy of a press release issued by Data General announcing the exchange ratio is attached hereto as Exhibit 99.1 and is incorporated herein by reference. Item 7. Exhibits. Exhibit Number Description - -------- ----------- 99.1 Press Release dated October 4, 1999 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. DATA GENERAL CORPORATION By: /s/ Jacob Frank -------------------- Jacob Frank Vice President and General Counsel Date: October 4, 1999 EXHIBIT INDEX Item 7. Exhibits. Exhibit Number Description - -------- ------------ 99.1 Press Release dated October 4, 1999 EX-99.1 2 PRESS RELEASE [DATA GENERAL LOGO] PR Contact: Ray Thomas Investor Relations Contact: David P. Roy Data General Corp. Data General Corp. 508/898-6545 508/898-6544 ray_thomas@dg.com David_Roy@dg.com DATA GENERAL - EMC STOCK EXCHANGE RATE ESTABLISHED WESTBORO, Mass., October 4, 1999 - Data General Corporation said today that when the company's merger with EMC Corporation is completed, its shareholders will receive 0.3125 shares of EMC common stock for each share of Data General common stock they hold. The exchange ratio is based on the $68.97 average price for EMC common stock during the 20-day trading period that ended October 1. Data General stockholders will vote on whether to approve the merger this Thursday, October 7, at a special shareholders' meeting being held in Boston. The two companies announced on August 9 that EMC planned to acquire Data General. If Data General shareholders approve the merger, the acquisition will be completed as soon as the requisite reviews by the United States Department of Justice and the European Union have been concluded. EMC will issue 16 million shares of common stock to Data General shareholders. In all, the transaction will be valued at $1.2 billion. Data General, based in Westboro, Massachusetts, is a major supplier of storage and enterprise computing solutions for customers worldwide. The company's products include CLARiiON(R) Fibre Channel storage systems, high-end Windows NT and UNIX(R) AViiON servers, and related software and services. The company reported fiscal 1998 revenues of $1.5 billion. Additional information on the company, its products, and services is available on the Internet at www.dg.com . # # # AViiON and CLARiiON are registered trademarks of Data General Corporation. -----END PRIVACY-ENHANCED MESSAGE-----