-----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, NPxS+rLJvqmCYAJWWfumKAr8ysr8ITR+CZ9EPqTaSNRhyd/D8iI0qBWQ7bNekNxO QBtVQu9teyFXrPLRqTC0TQ== 0001193125-07-181454.txt : 20070814 0001193125-07-181454.hdr.sgml : 20070814 20070814062102 ACCESSION NUMBER: 0001193125-07-181454 CONFORMED SUBMISSION TYPE: 425 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070814 DATE AS OF CHANGE: 20070814 SUBJECT COMPANY: 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: 425 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09853 FILM NUMBER: 071051173 BUSINESS ADDRESS: STREET 1: 176 SOUTH STREET CITY: HOPKINTON STATE: MA ZIP: 01748-9103 BUSINESS PHONE: 5084351000 MAIL ADDRESS: STREET 1: 176 SOUTH STREET CITY: HOPKINTON STATE: MA ZIP: 01748-9103 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: VMWARE, INC. CENTRAL INDEX KEY: 0001124610 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 943292913 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 425 BUSINESS ADDRESS: STREET 1: 3401 HILLVIEW AVENUE CITY: PALO ALTO STATE: CA ZIP: 94304 BUSINESS PHONE: (650) 427-5000 MAIL ADDRESS: STREET 1: 3401 HILLVIEW AVENUE CITY: PALO ALTO STATE: CA ZIP: 94304 FORMER COMPANY: FORMER CONFORMED NAME: VMWARE INC DATE OF NAME CHANGE: 20000923 425 1 d425.htm 425 425

Filed by: VMware, Inc.

Pursuant to Rule 425 under the Securities Act of 1933

Subject Company: EMC Corporation

Subject Company’s Commission File No.: 001-09853

On August 13, 2007, the following communication was sent via email to eligible employees of VMware, Inc. (“VMware”) in connection with EMC Corporation’s (“EMC”) and VMware’s offer to exchange certain outstanding options to purchase shares of EMC’s common stock for options to purchase shares of VMware’s Class A common stock and certain outstanding restricted stock of EMC for restricted Class A common stock of VMware.

 


TO:

The final exchange ratio in connection with the previously announced exchange offer by VMware and EMC to eligible VMware employees is 0.61158 (number has been rounded). The exchange ratio is a fraction, the numerator of which is the average of the volume weighted average price per share of EMC stock on the New York Stock Exchange for the final two full trading days prior to August 13, 2007, the expiration date of the exchange offer, and the denominator of which is the initial public offering price of VMware Class A common stock.

The average of the volume weighted average price per share of EMC stock on the New York Stock Exchange on August 9, 2007 and August 10, 2007 and the initial public offering price of VMware Class A common stock, which were used to calculate the final exchange ratio, were 17.73585 (number has been rounded) and $29.00, respectively.

The number of VMware shares subject to a VMware option and the number of shares of restricted VMware Class A common stock received in the exchange will be rounded down to the nearest whole share on an award-by-award basis. Accordingly, VMware options and restricted VMware Class A common stock will not be granted for fractional shares, and tendering employees will not be compensated for fractional shares they would have otherwise received.

 

You are able to obtain a free copy of the Prospectus – Offer to Exchange and other related documents filed with the SEC by VMware and EMC at the SEC’s web site at www.sec.gov. You are also able to obtain a free copy of these documents by sending a request to the information and exchange agent, Mellon Investor Services, at the following addresses and telephone numbers:

 

By Mail:   By Hand:   By Overnight:

Mellon Investor Services

Reorganization Department

PO Box 3301

South Hackensack, NJ 07606

 

Mellon Investor Services

Reorganization Department

27th Floor

480 Washington Blvd.

Jersey City, NJ 07310

 

Mellon Investor Services

Reorganization Department

480 Washington Blvd.

Mail Stop - Reorg

Jersey City, NJ 07310

1-888-313-1479 (from within the U.S.)

201-680-6672 (from outside the U.S.)

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