<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 11, 2001
Western Multiplex Corporation
--------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 000-30993 52-2198231
--------------------------------------------------------------------------------
(State or other (Commission (IRS Employee
jurisdiction of File Number) Identification No.)
incorporation)
1196 Borregas Avenue
Sunnyvale, California 94089
--------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone, including area code: (408) 542-5200
--------------
--------------------------------------------------------------------------------
(Former name and former address, if changed since last report)
<PAGE>
Item 5. Other Events.
On January 10, 2001, Western Multiplex Corporation ("Western")
announced that Western and Adaptive Broadband Corporation ("Adaptive") have
mutually agreed to terminate the Agreement and Plan of Merger among Western, WA
Merger Sub, Inc., a wholly-owned subsidiary of Western, and Adaptive, dated as
of November 12, 2000. The Board of Directors of each of the two companies has
determined that the transaction is not in the best interests of their respective
stockholders at this time.
Pursuant to the Termination Agreement, dated as of January 10, 2001
(the "Termination Agreement"), the Merger Agreement and the reciprocal Stock
Option Agreements entered into as of November 12, 2000 will be terminated
immediately and Adaptive will reimburse Western $3 million for fees and expenses
related to the terminated transaction. A copy of the Press Release issued
January 10, 2001 and the Termination Agreement are attached as Exhibits.
Item 7. Exhibits.
---------
(a) [Not applicable.]
(b) [Not applicable.]
(c) Exhibits.
<PAGE>
The exhibits listed below and in the accompanying Exhibit Index are filed
as part of this Current Report on Form 8-K.
EXHIBIT NO. TITLE
99.1 Termination Agreement, dated as of January 10, 2001, between
Western and Adaptive
99.2 Press Release, dated January 10, 2001, announcing the
termination of the Agreement and Plan of Merger among Western,
Adaptive and Merger Sub
SIGNATURE
---------
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.
WESTERN MULTIPLEX CORPORATION
(Registrant)
Dated: January 11, 2001 By /s/ Nancy Huber
---------------------------
Nancy Huber
Chief Financial Officer, Vice President,
Finance and Secretary
