EMC Corporation, the leader in information storage, and Documentum, Inc., a leader in enterprise content management software, announced a definitive agreement for EMC to acquire Documentum in a stock transaction valued at approximately $1.7 billion. EMC's acquisition of Documentum combines two leading information-centric technology companies with a shared commitment to enabling organizations to maximize the value of their information across the enterprise.

Documentum's enterprise content management software allows organizations to proactively manage their unstructured content – from electronic documents such as Web pages and spreadsheets to medical records and audio/video content – and leverage that content to power business operations and gain competitive advantage. By incorporating intelligent content management with EMC's market- leading open software for data protection, storage management, and information management, and market-leading networked storage platforms, customers will be able to better align their content with their information infrastructure based on its value over time. This combination will enable customers to implement a total information life cycle management solution for managing unstructured content, from creation and use to archive and disposal.

Documentum's enterprise content management platform offers the most extensive modular suite of content management and collaboration software in the industry, providing customers with automated document management, records management, Web content management, digital asset management, and collaboration in a single, integrated content platform and repository. Documentum and EMC have successfully worked together since the April 2002 introduction of EMC Centera, the world's first content addressed storage (CAS) solution. Documentum's enterprise content management software platform is one of more than 65 leading applications that have integrated with Centera's open CAS platform under the EMC Developers Program. Dave DeWalt, Documentum's President and CEO, said, "As a company we continue to see customers needing enterprise content management expertise, and the need for our products and services is growing and becoming more strategic to our target customers. EMC's significant R&D investments, leadership position in automated networked storage solutions, global distribution and service capabilities, and overall financial strength will provide the scale and resources for Documentum to attain our market potential. As a result, the combination of Documentum and EMC represents an outstanding opportunity for our stockholders, employees, customers and partners."

Under terms of the agreement, Documentum stockholders will receive 2.175 shares of EMC common stock for each share of Documentum common stock. Based upon the EMC closing stock price of $14.45 on October 13, 2003, the transaction is valued at approximately $1.7 billion, excluding net cash in the business. The acquisition is subject to customary closing conditions, including Documentum's stockholder and regulatory approvals, and is expected to be completed in the first quarter of calendar year 2004. When completed, EMC expects to take a charge in the quarter the transaction is closed for the value of Documentum's in-process research and development costs and other integration expenses. Including the aforementioned charges, the transaction is expected to be dilutive in the first quarter of 2004 by $0.02 per diluted share. The transaction is not expected to materially impact EPS for the remainder of 2004, and is expected to be slightly accretive in 2005.

Upon completion of the acquisition, EMC intends to operate Documentum as a software division of EMC headquartered in Pleasanton, California, led by Dave DeWalt, Documentum's current CEO. Documentum's sales, marketing and services will remain focused on selling and servicing Documentum's products and solutions.

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