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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
INTERLINK COMPUTER SCIENCES, INC.
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(Name of Issuer)
Common Stock, $.001 Par Value
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(Title of Class of Securities)
458747102
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(CUSIP Number)
Larry R. Carter
170 West Tasman Drive
San Jose, CA 95134
(408) 526-4000
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 12, 1996
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(Date of Event which Requires Filing
of this Statement)
If the filing person has previously filed a statement on Schedule 13G
to report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box
/ /.
Check the following box if a fee is being paid with the statement / /.
(A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7.)
NOTE: Six copies of this statement, including all exhibits, should be
filed with the Commission. See Rule 13d-1(a) for other parties to whom copies
are to be sent.
(Continued on following pages)
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*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
(Page 1 of 9)
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CUSIP NO. 458747102 13D Page of 9 Pages
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1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Cisco Systems, Inc.
I.R.S. I.D. # 77-0059951
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) / /
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3 SEC USE ONLY
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4 SOURCE OF FUNDS* WC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) OR 2(e)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
State of California
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7 SOLE VOTING POWER
NUMBER 622,000
OF -------------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY N/A
OWNED BY -------------------------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON 622,000
WITH -------------------------------------------------------
10 SHARED DISPOSITIVE POWER
N/A
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
622,000
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN
SHARES*
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
9.8%
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14 TYPE OF REPORTING PERSON*
CO
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*SEE INSTRUCTIONS BEFORE FILLING OUT
(Page 2 of 9)
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Neither the filing of this Schedule 13D nor any of its contents shall be deemed
to constitute an admission by Cisco Systems, Inc. that it is the beneficial
owner of any of the Common Stock referred to herein for purposes of Section
13(d) of the Securities Exchange Act of 1934, as amended (the "Act"), or for any
other purpose, and such beneficial ownership is expressly disclaimed.
(Page 3 of 9)
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ITEM 1. SECURITY AND ISSUER.
This statement on Schedule 13D relates to the common stock, par
value $.001 per share (the "Issuer Common Stock"), of Interlink Computer
Sciences, Inc., a Delaware corporation (the "Issuer"). The principal executive
offices of the Issuer are located at 47370 Fremont Boulevard, Fremont, CA 94538.
ITEM 2. IDENTITY AND BACKGROUND.
(a) The name of the person filing this statement is Cisco Systems,
Inc., a California corporation ("Cisco").
(b) The address of the principal office and principal business of
Cisco is 170 West Tasman Drive, San Jose, California 95134.
(c) Cisco is a leading supplier of high-performance, multimedia,
multiprotocol internetworking solutions. Cisco technology is used to build
enterprise-wide networks that link geographically dispersed local-area and
wide-area networks to form a single information infrastructure. Cisco products
include software-based routers, bridges, workgroup systems, ATM switches, access
servers and router management applications. Set forth in Schedule A is the name
and present principle occupation or employment and the name, principal business
and address of any corporation or other organization in which such employment is
conducted, of each of Cisco's directors and executive officers, as of the date
hereof.
(d) During the past five years, neither Cisco nor, to Cisco's best
knowledge, any person named in Schedule A to this Statement, has been convicted
in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) During the past five years, neither Cisco nor, to Cisco's best
knowledge, any person named in Schedule A to this Statement, was a party to a
civil proceeding of a judicial or administrative body of competent jurisdiction
as a result of which such person was or is subject to a judgment, decree or
final order enjoining future violations of or prohibiting or mandating activity
subject to Federal or State securities laws or finding any violation with
respect to such laws.
(f) Not applicable.
(Page 4 of 9)
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ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Cisco purchased 622,000 shares of Common Stock of the Issuer with
its working capital at an aggregate price of $6,842,000.
ITEM 4. PURPOSE OF TRANSACTION.
In connection with a joint development, joint marketing, joint sales
and joint post sales support services agreement, the parties have entered into a
Stock Purchase Agreement, dated as of December 12, 1996 for the purchase and
sale of 622,000 shares of the Issuer's Common Stock.
(a) Right of First Offer. Section 6 of the Purchase Agreement provides
that Cisco has a right of first offer (the "Right of First Offer"), subject to
certain provisions as set forth in the Purchase Agreement, to purchase a pro
rata share (rounded to the next lowest number) of all (or any part) of any New
Securities (as defined in Section 6.2 of the Purchase Agreement) that the Issuer
may, from time to time propose to sell and issue in a private equity financing.
(b)-(i) Not applicable.
(j) Other than described above, Cisco currently has no plan or
proposals which relate to, or may result in, any of the matters listed in Items
4(a) - (j) of Schedule 13D (although Cisco reserves the right to develop such
plans).
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a)-(b) As a result of the Purchase Agreement, Cisco may be deemed to
be the beneficial owner of at least 622,000 shares of Issuer Common Stock. Such
Issuer Common stock constitutes approximately 9.8% of the issued and outstanding
shares of Issuer Common Stock.
Cisco has the sole power to vote or to direct the vote or to
dispose or to direct the disposition of any shares of Issuer Common Stock. To
the best of Cisco's knowledge, no shares of Issuer Common Stock are beneficially
owned by any of the persons named in Schedule A.
(c) Neither Cisco, nor, to the knowledge of Cisco, any person named in
Schedule A, has affected any transaction in the Issuer Common Stock during the
past 60 days.
(d) Not applicable.
(Page 5 of 9)
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(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
Not applicable.
ITEM 7. MATERIALS TO BE FILED AS EXHIBITS.
Not applicable.
(Page 6 of 9)
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.
Dated: December 20, 1996
CISCO SYSTEMS, INC.
By: /s/ Daniel Scheinman
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(Page 7 of 9)
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SCHEDULE A
DIRECTORS AND EXECUTIVE OFFICERS OF
CISCO SYSTEMS, INC.
Present Principal
Occupation Including
Name and Title Name of Employer
Carol A. Bartz Director of Cisco Systems, Inc.
Larry R. Carter Vice President, Finance and Administration,
Chief Financial Officer and Secretary of
Cisco Systems, Inc.
John T. Chambers President, Chief Executive Officer and
Director of Cisco Systems, Inc.
Dr. James F. Gibbons Director of Cisco Systems, Inc. and Dean,
School of Engineering, Stanford University,
Stanford, CA 94305.
Edward R. Kozel Vice President, Business Development, Chief
Technical Officer of Cisco Systems, Inc. and
Director
Donald A. LeBeau Senior Vice President, Worldwide Sales of
Cisco Systems, Inc.
John P. Morgridge Chairman of the Board of Directors of Cisco
Systems, Inc.
Robert L. Puette Director of Cisco Systems, Inc. and President
and Chief Executive Officer of NetFRAME
Systems, Inc., 1545 Barber Lane, Milpitas,
CA 95035.
Carl Redfield Vice President, Manufacturing and Logistics
of Cisco Systems, Inc.
Masayoshi Son Director of Cisco Systems, Inc. and President
and Chief Executive Officer of SOFTBANK
Corporation, 3-42-3 Nihonbashi-Hamacho,
Chuo-Ku, Tokyo 103.
(Page 8 of 9)
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Donald T. Valentine Vice Chairman of the Board of Directors of
Cisco Systems, Inc. and Partner of Sequoia
Capital, 3000 Sand Hill Road, #4-280, Menlo
Park, CA 94025.
F. Selby Wellman Senior Vice President, Business Units
Steve M. West Director
(Page 9 of 9)
