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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, Inc. distributed the following press release on July 12, 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
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FOR RELEASE JULY 12, 2000
SYNC RESEARCH REPORTS SECOND QUARTER REVENUE LEVELS
IRVINE, CA, JULY 12, 2000 - Sync Research, Inc. (Nasdaq: SYNX) today reported
its revenues for the three months ended June 30, 2000 were approximately $2.4
million compared to revenues of $4.4 million for the three months ended June
30, 1999. In addition, the Company announced a plan to significantly reduce
its operating costs, including the planned closure of its Norton,
Massachusetts facility with the goal to significantly improve the Company's
bottom-line results based upon its current revenue levels. The Company
expects that it will incur a charge aggregating $2.5 to $3.0 million for
facility closure and employee related costs, asset write-offs and additional
inventory valuation reserves associated with this plan. The Company will
announce its final results for the second quarter on August 2, 2000.
Sync Chief Executive Officer William Guerry said, "While we continue to
find and close important individual opportunities such as our selection by Longs
Drug Stores, which was announced on June 21, 2000, our overall revenue levels
have not met our expectations. In the short-term, we expect that our revenues
will remain relatively flat from current levels. Accordingly, we have taken some
hard actions in order to strengthen our business fundamentals."
As announced on April 11, the Company plans to merge with the network
access subsidiary of Osicom Technologies (Nasdaq NM: FIBR) with the combined
company to be named Entrada Networks. "We continue to be very excited about the
proposed merger, as it is expected to significantly expand our capabilities and
move us into a high-growth new technology market, storage networking. I am
hopeful that our stockholders will join us in approving the merger," concluded
Guerry.
The proposed merger with the network access subsidiary of Osicom
Technologies is subject to the approval of Sync stockholders.
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 has filed these and other documents relating to
the proposed merger with the U.S. Securities and Exchange Commission and
expects to mail a Prospectus/Proxy Statement about the transaction to its
stockholders. 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 and 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.
FOR ADDITIONAL INFORMATION ON SYNC RESEARCH VIA FACSIMILE AT NO COST,
SIMPLY CALL (949) 460-4469
