SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): April 14, 2000
EMC CORPORATION
(Exact name of registrant as specified in its charter)
Massachusetts 1-9853 No. 04-2680009
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
35 Parkwood Drive, Hopkinton, MA 01748
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(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (508)435-1000
N/A
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(Former Name or Former Address, if changed since last report)
Item 5. Other Events.
On April 14, 2000, the Registrant announced that on May 18,
2000 (the "Redemption Date"), it will redeem all of the
outstanding 6% convertible subordinated notes due 2004 (the
"Notes") issued by Data General Corporation ("Data General") and
assumed by the Registrant in connection with the acquisition by
the Registrant of Data General in October 1999. The aggregate
principal amount of outstanding Notes as of April 14, 2000 was
$212,472,000. The Registrant will pay the redemption price of
103.429% per note on May 18, 2000 for Notes not converted prior
to the close of business on May 17, 2000. Accrued and unpaid
interest to, but not including, May 18, 2000 will be paid to
noteholders upon redemption of the Notes. The regularly
scheduled interest payment on the Notes payable on May 15, 2000
will be paid to holders of record of the Notes on April 30, 2000;
provided, however, that, in accordance with the terms of the
Indenture, dated as of May 21, 1997, by and between the
Registrant, as successor-in-interest to Data General, and the
trustee for the benefit of the noteholders (the "Trustee"), as
supplemented, any noteholder converting any Note from (but
excluding) April 30, 2000 to (but excluding) May 15, 2000 will be
required, upon conversion, to pay to the Trustee an amount equal
to the interest payable to such noteholder on the regularly
scheduled interest payment date of May 15, 2000 on the principal
amount of the Note so converted.
The Notes are convertible into shares of the Registrant's
common stock, par value $.01 per share (the "Common Stock"), at
any time prior to the close of business on May 17, 2000 at a
conversion price of $83.8208 per share. As long as the market
price of the Registrant's Common Stock is greater than $86.70 per
share, each holder of a Note will, upon conversion, receive
shares of the Registrant's Common Stock having a market value
greater than the amount of cash receivable upon redemption of
such Note (excluding accrued interest paid in respect thereto).
On April 13, 2000, the closing price of the Registrant's Common
Stock on the New York Stock Exchange was $119.25 per share.
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
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Paul T. Dacier
Senior Vice President and
General Counsel
Date: April 18, 2000
