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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) January 27, 1998
WANDEL & GOLTERMANN TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
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NORTH CAROLINA 33-74564 22-1867386
(State or other jurisdiction of (Commission File Number)(I.R.S. Employer Identification Number)
incorporation or organization)
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1030 SWABIA COURT, RESEARCH TRIANGLE PARK, NORTH CAROLINA 27709-3585
(Address of principal executive offices and zip code)
(919) 941-5730
(Registrant's telephone number, including area code)
Not applicable
(Former name, former address and former fiscal year if changed since last
report)
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ITEM 5. OTHER EVENTS
a) On January 27, 1998, Wandel & Goltermann Technologies, Inc. (the "Company")
acquired all of the outstanding common stock of privately-held Tinwald
Networking Technologies, Inc. ("Tinwald"), an Ontario, Canada-based
developer of software analysis tools. Under the terms of the transaction,
the Company made an initial payment of $5 million and has agreed to certain
additional payments for up to three years upon the achievement of certain
contingencies. The purchase price was paid using funds from the working
capital of the Company.
The Company will account for the transaction as a purchase and will record
charges for in process research and development and related expenses in the
quarter ending March 31, 1998.
Founded in 1994, Tinwald offers a full suite of network analysis products
that allow companies to monitor, optimize and troubleshoot networks. Their
product portfolio includes LinkView 1000, LinkView PRO, LinkView 2000,
Internet Snapshot and Distributed LinkView PRO. Tinwald's customer base
includes numerous Fortune 1000 companies, as well as complementary
distribution channels in North and South America and the Pacific Rim.
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 duly authorized.
WANDEL & GOLTERMANN TECHNOLOGIES, INC.
Date: February 3, 1998 By: /s/ Adelbert Kuthe
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Adelbert Kuthe
Vice President, Finance and Secretary
(Principal Financial Officer)
