NETWORK EQUIPMENT TECHNOLOGIES INC
8-K, 1999-12-15
COMPUTER COMMUNICATIONS EQUIPMENT
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                                                  Page one of six pages.
                                                  Exhibit Index is on page four.

- --------------------------------------------------------------------------------

                       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): December 14, 1999

                      NETWORK EQUIPMENT TECHNOLOGIES, INC.
                      ------------------------------------
             (Exact name of registrant as specified in its charter)

           Delaware                      0-15323                  94-2904044
           --------                      -------                  ----------
(State or Other Jurisdiction of      (Commission File           (IRS Employer
        Incorporation)                   Number)             Identification No.)

               6500 Paseo Padre Parkway, Fremont, California 94555
               ---------------------------------------------------
                    (Address of Principal Executive Offices)

                                 (510) 713-7300
                                 --------------
              (Registrant's Telephone Number, Including Area Code)

                                [Not Applicable]
                                ----------------
         (Former Name or Former Address, if Changed Since Last Report.)
<PAGE>

Item 5. Other Events

      On December 14, 1999, Network Equipment Technologies, Inc. (the "Company")
announced the signing of an Agreement and Plan of Merger with FlowWise Networks,
Inc. for $16 million in cash. Attached hereto as Exhibit 99.1 is the Company's
press release dated December 14, 1999.

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits

      (c)   Exhibits

            99.1  Press Release dated December 14, 1999.
<PAGE>

                                   SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.

DATED: December 15, 1999              NETWORK EQUIPMENT
                                      TECHNOLOGIES, INC.


                                      By: /s/ Hubert A.J. Whyte
                                          --------------------------------------

                                      Name: Hubert A.J. Whyte
                                            ------------------------------------

                                      Title: President & Chief Executive Officer
                                             -----------------------------------
<PAGE>

                                  EXHIBIT INDEX

                                                        Page No. in Sequentially
Exhibit No.              Description                     Numbered Current Report

99.1          Press Release dated December 14, 1999.               5



Exhibit 99.1

FOR IMMEDIATE RELEASE:                                Media Contact:
                                                      Brenda Ropoulos
                                                      (510) 574-2508

                       N.E.T. Acquires IP Technology with
                     Acquisition of FlowWise Networks, Inc.

      Fremont, CA, December 14, 1999 -- N.E.T. (NYSE: NWK) announced today that
it has signed an Agreement and Plan of Merger with FlowWise Networks, Inc. for
$16 million in cash. The deal includes the addition of FlowWise as a
wholly-owned subsidiary to N.E.T., including its products, engineering staff and
intellectual property.

      N.E.T., a leader in the wide area networking (WAN) market, has targeted
service creation in the access layer of the next-generation converged IP
network, a market estimated at $15 to $20 billion by industry analysts. "With
the acquisition of FlowWise, we have accomplished one of the major steps in our
strategic plan by adding IP capability," said Hubert "Bert" Whyte, president and
CEO of N.E.T. He added, "FlowWise has stunning technology and experienced
hardware and software engineers and ASIC developers to enable us to move forward
rapidly. This complements our tremendous expertise in WAN circuit, frame relay,
ATM and ISDN technologies."

      FlowWise provides high-performance router acceleration products that are
self-configuring, including the only self-configuring layer two, three and four
IP switch. FlowWise products have received many honors, including Hot Product of
the Year (1999), Best of LAN Times, Best of Show (NetWorld+Interop 98), Users
Choice Award (CMA Telecom 98), the CRN Test Center's Recommended Product (Comdex
98 and PC Expo 99), and Best Product of Networks Telecom '99.

      "We believe the next generation network will be an IP-centric network,"
said Whyte. He noted, "The key to this new network will be its ability to offer
an open platform for service creation management that will allow service
providers to differentiate themselves with value-added offerings."

      Craig Forbes, N.E.T.'s VP of Marketing, added "Multiservice networks
continue to be deployed, and our plans are to integrate FlowWise technology to
complement our current Promina 800 platform. Their high speed routing
accelerator provides additional capabilities to our existing IP routing
solutions."

      The deal between N.E.T. and FlowWise is expected to close this quarter and
will be accounted for in N.E.T.'s third quarter, which concludes December 27,
1999.

About FlowWise Networks
<PAGE>

      Headquartered in San Jose, California, FlowWise Networks provides
high-performance router acceleration products that are self-configuring. These
products enable enterprises to enhance the performance of their networks, with
virtually no disruption of service.

About N.E.T.

      Network Equipment Technologies, Inc. (N.E.T.), headquartered in Fremont,
California, is a leading worldwide supplier of multiservice wide area networks
used by service providers, government organizations and enterprises in more than
75 countries. N.E.T. multiservice WANs and ATM products integrate voice, data,
and video traffic with ATM, frame relay, IP and ISDN capabilities. The company
is certified to the worldwide ISO 9001 standard for design, manufacturing and
service. Join us at the first address in networking: http://www.net.com for
further information.

                                      # # #

      N.E.T. is a trademark and the N.E.T. logo is a registered trademark of
Network Equipment Technologies, Inc.



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