UNITED STATES
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 reported event): January 16, 2003
Entrada Networks, Inc.
(Exact name of registrant as specified in its charter)
000-26952
(Commission File Number)
DELAWARE 33-0676350
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)
12 Morgan, Irvine, California 92618
(Address of principal executive offices, with zip code)
(949) 588-2070
(Registrant's telephone number, including area code)
ITEM 2. ACQUISITIONS AND DISPOSITION OF ASSETS.
Termination of Agreement to Acquire Savant Consulting Group, Inc.
Entrada Networks, Inc. announced today that the Amended and Restated Agreement
and Plan of Merger dated November 22, 2002 by and among Entrada Networks, Inc.,
Entrada Acquisitions, LLC, DBW, Inc. and HandsOn Ventures, LLC has been
terminated.
ABOUT ENTRADA NETWORKS
Entrada Networks currently has three wholly owned subsidiaries that focus on
developing and marketing products in the storage networking and network
connectivity industries. Rixon Networks manufactures and sells a line of fast
and gigabit Ethernet adapter cards that are purchased by large networking
original equipment manufacturers as original equipment for servers, and other
computer and telecommunications products. Rixon's focus is on two- and four-port
cards and drivers for highly specialized applications. Sync Research
manufactures and services frame relay products for some of the major financial
institutions in the U.S and abroad. The Torrey Pines subsidiary specializes in
the design & development of SAN transport switching products. Entrada Networks
is headquartered in Irvine, CA. www.entradanetworks.com.
Safe Harbor
Except for historical information contained herein, the matters set forth in
this news release are forward-looking statements that are subject to certain
risks and uncertainties that could cause actual results to differ materially
from those set forth in the forward-looking statements, including but not
limited to the following factors: 1) the ability of the Company to generate the
cash flow from operations, or raise additional capital necessary to finance its
ongoing businesses; 2) the ability of the Company to develop or acquire new
profitable lines of business and to attract and retain management to lead this
effort; 3) the continuing market acceptance of the legacy products which account
for all of the Company's current revenues; 4) the ability of the Company to
generate revenues from its research and development efforts in the SAN space; 5)
the much greater financial and other resources of Entrada Networks' many
well-entrenched competitors; 6) the adoption of technology standards different
from those under which Entrada is prepared to deliver products; 7) the delisting
of Entrada's securities from NASDAQ SmallCap Market could have adverse impact on
its financial condition including the Company's ability to raise external
capital; and 8) such other factors as are set forth in Entrada's annual report
on Form 10-K, filed May 1, 2002, and in the reports previously filed by
Entrada's former Parent, Sorrento Networks Corporation or Sync Research with the
U.S. Securities and Exchange Commission, including but not limited to the
Reports of Sync Research, Inc., filed in connection with its merger with Entrada
on Form S-4 and S-4/A.
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.
ENTRADA NETWORKS, INC.
Date: January 16, 2003
/s/ Kanwar J.S., Ph. D
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Kanwar J.S. Chadha, Ph.D.
Chief Executive Officer