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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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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
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DATA GENERAL CORPORATION
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(Exact Name of Registrant as Specified in Charter)
Delaware 1-7352 04-2436397
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
4400 Computer Drive, Westboro, Massachusetts 01580
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (508) 898-5000
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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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.
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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
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Robert C. McBride
Vice President and Treasurer
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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.
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AViiON and CLARiiON are registered trademarks of Data General Corporation.