-----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, D3kNPF4NQGVlgfTMNNVrIdgmJPt1SluNBFwz8GlLm3QWikjXAgtbg7PNP6oJnapl FuTIB+HPOrUGj3N9LOC+IQ== 0000950135-97-002499.txt : 19970520 0000950135-97-002499.hdr.sgml : 19970520 ACCESSION NUMBER: 0000950135-97-002499 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970516 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19970516 SROS: NYSE 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: 1934 Act SEC FILE NUMBER: 001-07352 FILM NUMBER: 97610847 BUSINESS ADDRESS: STREET 1: 4400 COMPUTER DR CITY: WESTBORO STATE: MA ZIP: 10580 BUSINESS PHONE: 5088985000 MAIL ADDRESS: STREET 1: 4400 COMPUTER DRIVE CITY: WESTBORO STATE: MA ZIP: 10580 8-K 1 DATA GENERAL CORPORATION 1 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) May 16, 1997 ------------------------------- DATA GENERAL CORPORATION - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 1-7352 04-2436397 - ---------------------------- ------------ ------------------- (State or Other Jurisdiction (Commission (IRS 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) 2 ITEM 5. OTHER EVENTS On May 16, 1997, Data General Corporation issued the press release filed herewith as Exhibit 99. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) EXHIBITS. 99. Press Release dated May 16, 1997. -2- 3 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 Date: May 16, 1997 By: /s/ Robert C. McBride -------------------------------- Robert C. McBride Vice President and Treasurer -3- EX-99 2 PRESS RELEASE DATED 16-MAY-1997 1 Exhibit 99 [LOGO] DATA GENERAL Contact: Jim Dunlap (508) 898-6546 DATA GENERAL CORPORATION ANNOUNCES FINANCING WESTBORO, MASSACHUSETTS, MAY 16, 1997 - Data General Corporation (NYSE: DGN) today announced that it has entered into an agreement to issue privately $185 million aggregate principal amount of its six percent Convertible Subordinated Notes due 2004. Under the terms of the offering, the initial purchasers also have a 30-day option to purchase an additional $27,750,000 of the Notes to cover over-allotments, if any. The issuance of the Notes, which is subject to certain customary closing conditions, is expected to occur on May 21, 1997. The Notes will be convertible into common stock of Data General Corporation at a conversion price of $26.194 per share, which represents a twenty-seven percent premium over the reported last sale price on May 15, 1997 of Data General's stock on the New York Stock Exchange. Approximately $23 million of the net proceeds of the offering will be used to retire the company's 8 3/8 percent Sinking Fund Debentures due 2002. The balance of the net proceeds will be primarily used to fund the expected expansion of the company's AViiON and CLARiiON businesses, to fund new product development and the expansion of the company's channels of distribution, and for general corporate purposes. The securities have not been registered under the Securities Act of 1933, as amended, or applicable state securities laws, and may not be offered or sold in the United States absent registration under the Securities Act and applicable state securities laws or available exemptions from registration requirements. The company has agreed to file with the Securities and Exchange Commission a shelf registration statement covering resales by holders of the Notes and the common stock issuable upon conversion of the Notes within sixty days after the latest date of original issuance of the Notes. This press release shall not constitute an offer to sell or the solicitation of an offer to buy the Notes, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. Data General Corporation, headquartered in Westboro, Massachusetts, specializes in servers, storage systems and related software and services for information technology users worldwide. ### AViiON and CLARiiON are registered trademarks of Data General Corporation. -----END PRIVACY-ENHANCED MESSAGE-----