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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
May 16, 2000
Date of Report
(Date of earliest event reported)
GADZOOX NETWORKS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
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0-26541 77-0308899
(Commission File No.) (IRS Employer Identification Number)
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5850 Hellyer Avenue
San Jose, CA 95138
(Address of Principal Executive Offices)
408-360-4950
(Registrant's Telephone Number, Including Area Code)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On April 5, 2000, Gadzoox Networks, Inc., a Delaware corporation
("Gadzoox"), consummated the acquisition of SmartSan Systems, Inc., a California
corporation ("SmartSAN") and developer of advanced routing and management
technologies for storage area networks. In the acquisition of SmartSAN, all
outstanding shares of common stock and options of SmartSAN were converted into
an aggregate of 347,809 shares (or options to purchase shares) of Gadzoox common
stock. The acquisition was accounted for as a pooling of interests. The
transaction was valued at approximately $23,578,000 based on the average closing
price of the Gadzoox common stock for the three days immediately preceding the
date of execution of the definitive agreement.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Business Acquired.
Not required.
(b) Pro Forma Financial Information.
Not required.
(c) Exhibits.
2.1* Agreement and Plan of Reorganization, dated as of
March 2, 2000 by and between the registrant and SmartSAN.
99.1* Press Release of registrant dated March 3, 2000,
announcing the execution of a definitive agreement to
acquire SmartSAN.
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*As previously filed in Form 8-K on March 16, 2000.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: May 16, 2000 GADZOOX NETWORKS, INC.
By: /s/ CHRISTINE E. MUNSON
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Christine E. Munson
Chief Financial Officer and
Vice President of Finance and Administration
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INDEX TO EXHIBITS
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EXHIBIT
NUMBER DESCRIPTION
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2.1* Agreement and Plan of Reorganization, dated as of March 2, 2000, by
and between the registrant and SmartSAN Systems, Inc.
99.1* Press Release of registrant dated March 3, 2000 announcing the
execution of a definitive agreement to acquire SmartSAN Systems, Inc.
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*As previously filed in Form 8-K on March 16, 2000.
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