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FOR IMMEDIATE
RELEASE
EMC To
Acquire Data General
Accretive
Transaction Will Enable EMC to Penetrate New Storage Markets
HOPKINTON, Mass. – August 9, 1999 – EMC Corporation (NYSE:EMC),
the world's leading provider of enterprise storage systems,
software, and services, and Data General Corporation (NYSE:DGN)
today announced that they have entered into a definitive agreement
for the acquisition of Data General by EMC. Under the terms of
the agreement, EMC will issue 0.3262 of a share of EMC common stock
for each share of Data General common stock, subject to certain
adjustments. Based upon the August 6, 1999, closing price of EMC
common stock, the transaction is valued at approximately $19.58 per
Data General share, for a total consideration of approximately $1.1
billion. Completion of the transaction is subject to approval of
Data General stockholders and appropriate regulatory review, and is
expected to occur before the end of 1999. EMC expects the
acquisition to be accretive to its fiscal year 2000 earnings and
significantly accretive to fiscal year 2001 earnings.
This acquisition will enable EMC to address customer requirements
in the rapidly growing midrange storage market, an approximately $10
billion market in 1998. Data General's CLARiiON storage
products are recognized as among the most advanced midrange storage
systems in the world. When combined with EMC's industry-leading
software, distribution and services capabilities, these products
will emerge as the world's most advanced midrange storage solutions
and enable EMC to fully address all of its customers' online storage
needs in both new and existing markets.
Data General's AViiON server business will operate as a separate
unit of EMC, with continued focus on the NUMA (non-uniform memory
access) architecture, enterprise Windows NT, and serving the
computing needs of the worldwide health care market. EMC also plans
to leverage Data General's core research and development expertise
in Intel-based processor systems and high-performance operating
systems across EMC's existing range of products. These
technologies also will be highly valuable in developing
network-attached storage solutions for the future.
Michael C. Ruettgers, EMC President and CEO, said, ``This
acquisition delivers on our long-stated objective of constantly
expanding our market opportunities. Data General's products
have proven technology leadership in the midrange storage market,
particularly in the Windows NT and UNIX environments, but have
lacked the global distribution and support needed to achieve their
full market potential. We believe they will provide an
excellent complement to our high-end Symmetrix Enterprise Storage
family and will enable us to serve this growing market segment."
Ronald L. Skates, Data General President and CEO, said, ``As a
technology and market leader with an unmatched track record of
execution, EMC is the ideal company to continue the hard work and
innovation of Data General into the next millennium. We look
forward to the opportunity for our technologies and our people to
thrive as part of EMC."
EMC's Ruettgers continued, ``This acquisition also represents the
union of Massachusetts' two largest technology companies, Data
General with its origins in the early years of the computer industry
and EMC at the forefront of the current explosion in demand for
intelligent storage. The fact that we are neighbors, with
headquarters just a few miles apart, gives us even greater
confidence in our ability to maximize synergies and achieve the most
efficient integration possible."
The transaction is intended to qualify as a pooling-of-interests
for accounting purposes and as a tax-free exchange of shares under
IRS regulations.
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 Fibre Channel
storage systems, high-end Windows NT and UNIX 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
.
EMC Corporation, based in Hopkinton, Massachusetts, is the
world's technology and market leader in the rapidly growing market
for intelligent enterprise storage systems, software, networks and
services. EMC's products store, retrieve, manage, protect and
share information from all major computing environments, including
UNIX, Windows NT and mainframe platforms. EMC has offices
worldwide, trades on the New York Stock Exchange under the symbol
EMC, and is a component of the S&P 500 Index. For further
information about EMC and its storage solutions, EMC's corporate web
site can be accessed at http://www.emc.com .
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)
the operational integration associated with acquisitions; (ii)
delays in the development, production or acceptance of either
company's products; (iii) the transition to new products; (iv)
competitive factors, including but not limited to pricing pressures,
in the computer storage market; (v) the relative and varying rates
of product price and component cost declines; (vi) other risks
associated with acquisitions; and (vii) 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.
EMC and Data
General merger agreement
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