OSICOM TECHNOLOGIES INC
8-K, 2000-03-23
TELEPHONE & TELEGRAPH APPARATUS
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                       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): February 23, 2000




                            OSICOM TECHNOLOGIES, INC.

               (Exact name of Registrant as specified in charter)



                         Commission File number: 0-15810

                  New Jersey                           22-2367234
(State or other jurisdiction of           (IRS Employer Identification Number)
 incorporation or organization)



       2800 28th Street, Suite 100
        Santa Monica, California                         90405
(Address of principal executive offices)               (Zip Code)


                                 (310) 581-4030
               (Registrant's telephone number, including area code)





<PAGE>


ITEM 5.  OTHER EVENTS

     On  March  3,  2000,  Sorrento  Networks,  Inc.  ("Sorrento"),  one  of our
subsidiaries,  completed  the sale of  approximately  8.9 million  shares of its
Series A Convertible  Preferred Stock raising  proceeds of  approximately  $46.8
million. The shares were sold to a group of investors, including an affiliate of
United Pan-Europe Communications N.V. ("UPC") and Telcom-SNI Investors, L.L.C.

     In  addition,  Sorrento  entered  into  Strategic  Alliance  and  Equipment
Purchase  Agreements  with  UPC on  March  3,  2000.  Under  the  terms of those
agreements,  UPC has agreed to purchase Sorrento's optical networking  products,
subject  to  certain  evaluations,  over the  next  three  years  for use in its
network. In addition,  UPC has agreed to make Sorrento its preferred supplier of
optical  networking  equipment  in  all  cases  where  Sorrento's  products  are
available at prices and with the  functionality  required by UPC's network,  and
Sorrento has agreed to develop products  designed for use in UPC's network.  UPC
and Sorrento  also  contemplate  working  together on joint sales and  marketing
initiatives.

     Sorrento  also  entered into  Strategic  Alliance  and  Equipment  Purchase
Agreements  with AT&T Broadband  Newtork  Solutions on February 23, 2000, and an
Equipment Purchase Agreement with Sistel on February 29, 2000. Sorrento develops
and markets metropolitan optical networking systems that are used in interoffice
and access telecommunications networks.


<PAGE>


                                   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.


                                            OSICOM TECHNOLOGIES, INC.


DATE:  March 20, 2000                       By: /s/Christopher E. Sue
                                               ---------------------------
                                                   Christopher E. Sue
                                                   Vice-President Finance





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