Interests of Certain Denali Directors and Officers
As of May 15, 2016, Michael S. Dell and a separate property trust for the benefit of Mr. Dell’s wife beneficially owned approximately 70% of Denali’s voting securities. Concurrently with the merger agreement, Mr. Dell and a separate property trust for the benefit of Mr. Dell’s wife entered into a common stock purchase agreement with Denali in which Mr. Dell and the separate property trust agreed to purchase common stock of Denali on the closing date of the merger for an aggregate purchase price of up to $3.0 billion.
Egon Durban, a current director of Denali, serves as Managing Partner and Managing Director of Silver Lake. Simon Patterson, a current director of Denali, serves as Managing Director of Silver Lake. As of May 15, 2016, investment funds associated with Silver Lake beneficially owned approximately 24% of Denali’s voting securities. Concurrently with the merger agreement, the SLP investors entered into a common stock purchase agreement with Denali in which the SLP investors agreed to purchase common stock of Denali on the closing date of the merger for an aggregate purchase price of up to $1.0 billion.
In addition, as of May 15, 2016 Denali directors and executive officers owned less than 1,000 shares of EMC.
