October 20, 2003Emc Corp • October 20th, 2003 • Computer storage devices
Pursuant to the Agreement and Plan of Merger dated as of July 7, 2003 (the “Agreement”) by and among EMC Corporation, a Massachusetts corporation (“Parent”), Eclipse Merger Corporation, a Delaware corporation (“Merger Sub”), and Legato Systems, Inc., a Delaware corporation (“Company”), Merger Sub is to merge with and into the Company (the “First Merger”). We understand that, immediately subsequent to the First Merger, the Company is to merge into Parent with Parent surviving (the “Second Merger”, and together with the First Merger, the “Mergers”). Capitalized terms not otherwise defined in this opinion have the meanings ascribed to such terms in the Agreement.
