<PAGE>
Filed by Sync Research, Inc. pursuant to Rule 425 under the Securities Act of
1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of
1934.
Subject Company: Sync Research, Inc.
Commission File No.: 000-26952
Sync Research distributed the following press release on August 4, 2000.
SYNC RESEARCH, INC.
12 Morgan
Irvine, CA 92618
(949) 588-2070
TRADED: NASDAQ: SYNX
AT THE COMPANY:
Gloria Corken
Shareholder Relations
(949) 588-2070
<PAGE>
FOR IMMEDIATE RELEASE
AUGUST 4, 2000
SYNC RESEARCH REVISED MERGER AGREEMENT
IRVINE, CA, AUGUST 4, 2000 - Sync Research, Inc. (Nasdaq: SYNX) today reported
that Sync and Osicom Technologies, Inc. (Nasdaq: FIBR) have amended their merger
agreement entered into on April 10, 2000 relating to Sync's planned merger with
Osicom's Entrada Networks subsidiary. On August 3, 2000, the Company filed an
amended Registration Statement on Form S-4, which includes the related proxy
statement for its upcoming annual meeting. A complete copy of the Amended and
Restated Merger Agreement is included in the Registration Statement filed with
the Securities and Exchange Commission.
The proposed merger with Entrada Networks is subject to the approval of Sync
stockholders at Sync's upcoming annual stockholders' meeting.
ABOUT SYNC RESEARCH
Sync Research (Nasdaq: SYNX) develops, manufactures and markets
multi-service frame relay access and routing solutions, frame relay circuit
management solutions and digital transmission devices designed to economically
and reliably support business critical applications across frame relay and other
wide area network protocols. Sync products are available on a direct basis or
from select distributors and resellers worldwide. Company and product
information is available at WWW.SYNC.COM and WWW.TYLINK.COM.
Sync encourages its investors and security holders to read its
Registration Statement on Form S-4 and the Prospectus/Proxy Statement relating
to the merger transaction described above because they contain important
information. Sync expects to mail a prospectus /proxy statement about the
transaction to its stockholders on or about August 8, 2000. Sync Research and
its officers and directors may be deemed to be participants in the solicitation
of proxies from stockholders of Sync Research with respect to the transactions
contemplated by the prospectus/proxy statement. Information regarding such
officers and directors is included in Sync Research's Annual Report on Form 10-K
for the fiscal year ended December 31, 1999 and the prospectus/proxy statement.
These documents are available free of charge at the Securities Exchange
Commission's website (http://www.sec.gov) and from the Sync Research contact
listed above.
Except for historical information contained herein, the matters set
forth in this news release are forward-looking statements that are subject to
certain risks and uncertainties that could cause actual results to differ
materially from those set forth in the forward-looking statements, including
such factors among others, as significant fluctuations in operating results,
uncertain profitability, uncertain market acceptance of products, product
concentration, dependence on channel partners and other resellers, rapid
technological change, intense competition and the risk factors set forth in the
Company's recent filings with the Securities and Exchange Commission, including
its Reports on Forms 10-K and 10-Q.
