-----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, IxpX9ByhzOgwopMvP2hkgWK4f4ksPgNAMTYTsYZBsK8MhC48+Cj0hNVFllRRFNh5 BVwQztCN3f7rdypFCDRjIw== 0000790070-01-000002.txt : 20010123 0000790070-01-000002.hdr.sgml : 20010123 ACCESSION NUMBER: 0000790070-01-000002 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010112 ITEM INFORMATION: FILED AS OF DATE: 20010112 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EMC CORP CENTRAL INDEX KEY: 0000790070 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER STORAGE DEVICES [3572] IRS NUMBER: 042680009 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 033-03656 FILM NUMBER: 1508063 BUSINESS ADDRESS: STREET 1: 35 PARKWOOD DR CITY: HOPKINTON STATE: MA ZIP: 01748-9103 BUSINESS PHONE: 5084351000 MAIL ADDRESS: STREET 1: 35 PARKWOOD DRIVE CITY: HOPKINTON STATE: MA ZIP: 01748-9103 8-K 1 0001.txt CURRENT REPORT 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): January 12, 2001 EMC CORPORATION ------------------------------------------------------ (Exact name of registrant as specified in its charter) Massachusetts 1-9853 No. 04-2680009 - --------------------------------------------------------------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 35 Parkwood Drive, Hopkinton, MA 01748 - ---------------------------------------------------------------------- (Address of principal executive offices) (zip code) Registrant's telephone number, including area code:(508)435-1000 ------------------- N/A - ---------------------------------------------------------------------- (Former Name or Former Address, if changed since last report) Item 5. Other Events. - ---------------------- On January 12, 2001, EMC Corporation issued a press release announcing that EMC declared a stock dividend of all of the shares of Class A common stock of McData Corporation and announced the record and distribution dates for the dividend. The press release is attached as Exhibit 99 to this Current Report on Form 8-K. Item 7. Financial Statements Pro Forma Financial Information and Exhibits - -------------------------------------------------------------------------- (c) Exhibits 99 EMC Corporation Press Release issued January 12, 2001. 2 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. EMC CORPORATION By: /s/ Paul T. Dacier --------------------- Paul T. Dacier Senior Vice President and General Counsel Date: January 12, 2001 3 EXHIBIT INDEX Exhibit No. Description - ------------ ----------- 99 EMC Corporation Press Release issued January 12, 2001. EX-99 2 0002.txt Exhibit 99 CONTACT: Dana Buchbinder (508) 293-6357 FOR IMMEDIATE RELEASE buchbinder_dana@emc.com EMC CORPORATION ANNOUNCES RECORD AND DISTRIBUTION DATES FOR DISTRIBUTION OF McDATA CLASS A COMMON STOCK HOPKINTON, Mass. - January 12, 2001 - EMC Corporation (NYSE: EMC) today announced that it has declared a stock dividend of all of the shares of Class A common stock of McDATA Corporation (Nasdaq National Market: MCDT) owned by EMC. The dividend will be distributed on February 7, 2001, to EMC stockholders of record as of 5:00 p.m. Eastern time on January 24, 2001. EMC currently owns 81 million shares of McDATA Class A common stock, which represents approximately 74 percent of the total outstanding common stock of McDATA. The Dividend Distribution - ------------------------- The McDATA Class A common stock will be distributed to EMC stockholders in the amount of approximately 0.0369 of a share of McDATA Class A common stock for each share of EMC common stock (approximately 36 shares of McDATA Class A common stock for each 1,000 shares of EMC common stock). The final ratio will be the ratio of the number of shares of McDATA Class A common stock owned by EMC to the actual number of shares of EMC common stock outstanding on January 24, 2001, the record date. As of December 31, 2000, the close of EMC's 2000 fiscal year, EMC had approximately 2,195,000,000 shares outstanding. Ownership of the McDATA Class A common stock received by EMC stockholders will be registered in book-entry form. Each EMC stockholder will receive a stock distribution statement from the distribution agent. The statement will indicate the number of full shares of McDATA Class A common stock that have been credited to that EMC stockholder. Each EMC stockholder also will receive a cash payment for any fractional shares of McDATA Class A common stock. As previously announced, EMC has received a ruling from the Internal Revenue Service that the distribution to EMC stockholders of the McDATA Class A common stock will be tax free to EMC stockholders for U.S. federal income tax purposes. Cash received in lieu of fractional shares will be taxable. On August 9, 2000, McDATA completed the initial public offering of its Class B common stock, which now is listed on the Nasdaq National Market under the symbol "MCDT". McDATA was acquired by EMC in 1995 and was established as an independent entity in 1997. In 1999 EMC introduced its Connectrix family of SAN (storage area network) connectivity solutions, designed and manufactured by McDATA. Further Information on Distribution - ----------------------------------- After January 24, 2001, the record date, an information statement will be mailed to EMC stockholders of record as of 5:00 p.m. Eastern time on the record date. The information statement will include the final ratio of shares of McDATA Class A common stock to be distributed for each share of EMC common stock, as well as information as to how to calculate the share cost basis of such shares. McDATA has filed an application to list the Class A common stock on the Nasdaq National Market under the symbol "MCDTA." EMC Corporation - --------------- EMC Corporation (NYSE: EMC) is the world leader in information storage systems, software, networks and services, providing the information infrastructure for a connected world. Information about EMC's products and services can be found at http://www.EMC.com. McDATA Corporation - ------------------ McDATA (Nasdaq:MCDT) is the leader in enterprise open network storage and provides highly available, scalable and centrally managed solutions that address enterprise-wide storage problems. McDATA's enterprise-to-edge SAN solutions improve the reliability and availability of data to simplify SAN management and reduce the total cost of ownership. McDATA also extensively pre-tests SAN solutions to provide IT organizations with the comprehensive tools, methodologies and support essential to robust SAN implementation. McDATA distributes its products through its OEMs, network of resellers and Elite Solution Partners. EMC2 and EMC are registered trademarks of EMC Corporation. Other trademarks are the property of their respective owners. This release contains "forward-looking statements" as defined under the Federal Securities Laws. Actual results could differ materially from those projected in the forward-looking statements as a result of certain risk factors, including but not limited to: (i) component quality and availability; (ii) delays in the development of new technology and the transition to new products; (iii) competitive factors, including but not limited to pricing pressures, in the computer storage and server markets; (iv) the relative and varying rates of product price and component cost declines; (v) economic trends in various geographic markets and fluctuating currency exchange rates; (vi) the ability to attract and retain highly qualified employees; (vii) deterioration or termination of the agreements with certain of the Company's indirect channels; (viii) the uneven pattern of quarterly sales; (ix) risks associated with strategic investments and acquisitions; and (x) other one-time events and other important factors disclosed previously and from time to time in EMC's filings with the U.S. Securities and Exchange Commission. -----END PRIVACY-ENHANCED MESSAGE-----