Hybrid Networks, Inc.
Ticker:HYBR 10161 Bubb Road
Exchange:NASDAQ-National Market Cupertino, CA 95014
Industry:Manufacturing (SIC Code 3661) (408) 725-3250
# of Employees:74

Offering Information
Type of Shares:Common Shares Filing Date:9/19/97
U.S. Shares:2,700,000 Offer Date:11/11/97
Non-U.S. Shares:0 Filing Range:$12.00 - $14.00
Primary Shares:2,700,000 Offer Price:$14.00
Secondary Shares:0 Gross Spread:$0.98
Offering Amount: $35,100,000 Selling:$0.55
Expenses:$850,000 Reallowance:$0.10
Shares Out After:9,928,127

Primary Underwriting Group
ManagerTierPhone
Montgomery SecuritiesLead Manager (415) 627-2100
UBS Securities Inc.Co-manager (212) 821-4510

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Fenwick & West
Bank's Law Firm: Wilson, Sonsini, Goodrich & Rosati
Auditor: Coopers & Lybrand

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
6 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/96 6/30/97 6/30/96 6/30/97
Revenue:$2.96$4.91$0.76Assets:$11.48
Net Income:-$3.55-$7.25-$3.55Curr Assets:$9.20
EPS:-$2.66-$2.25-$1.11Liabilities:$8.99
Prior EPS:-$1.82-$9.67-$3.13Curr Liabilities:$2.75
Cash Flow/Oper:-$8.58$6.91$3.13Equity:$2.49
Cash Flow/Fin:$12.46-$0.28$0.44Cash:$3.84
Cash Flow/Inv:$0.14-$0.28Working Cap:$6.44

Business Description
The company is a broadband access equipment company that designs, develops, manufactures and markets cable and wireless systems that provide high speed access to the Internet and corporate intranets for both businesses and consumers. The Company's products remove the bottleneck over the "last mile" connection to the end-user which causes slow response time for those accessing bandwidth-intensive information over the Internet or corporate intranets. Hybrid's Series 2000 product line consists of secure headend routers, cable or wireless modems and management software for use with either cable TV or wireless transmission facilities. The Series 2000 system also features a router to provide corporate telecommuters and others in remote locations secure access to their files on corporate intranets. The Series 2000 is capable of supporting a combination of speeds, media and protocols in a single cable or wireless system, providing system operators with flexible, scalable and upgradeable solutions that interoperate with a range of third party networking products allowing system operators to offer cost-effective broadband access to their subscribers.

Competition
The market for high speed network connectivity products and services is intensely competitive. The principal competitive factors in this market include product performance and features (including speed of transmission and upstream transmission capabilities), reliability, price, size and stability of operations, breadth of product line, sales and distribution capability, technical support and service, relationships with cable and broadband wireless system operators and ISPs, standards compliance and general industry and economic conditions. Certain of these factors are outside of the Company's control. The existing conditions in the high speed network connectivity market could change rapidly and significantly as a result of technological changes, and the development and market acceptance of alternative technologies could decrease the demand for the Company's products or render them obsolete. Similarly, the continued emergence or evolution of industry standards or specifications may put the Company at a disadvantage in relation to its competitors. The Company's current and potential competitors include providers of asymmetric cable modems, other types of cable modems and other broadband access products. Most of the Company's competitors are substantially larger and have greater financial, technical, marketing, distribution, customer support and other resources, as well as greater name recognition and access to customers than the Company. In addition, many of the Company's competitors are in a better position to withstand any significant reduction in capital spending by cable or broadband wireless system operators. Certain of the Company's competitors have established relationships with cable system operators and telcos and, based on these relationships, may have more direct access to the decision-makers of such cable system operators and telcos. There can be no assurance that the Company will be able to compete effectively in its target markets. The principal competitors in the cable modem market include Bay Networks, Motorola, NextLevel Systems and 3Com and its subsidiary U.S. Robotics. Other cable modem competitors include Cisco Systems, Com21, Hayes Microcomputer Products, Phasecom, Scientific-Atlanta, Terayon, Toshiba and Zenith Electronics, as well as a number of smaller, more specialized companies. Certain competitors have entered into partnerships with computer networking companies that may give such competitors greater visibility in this market. Certain of the Company's competitors have already introduced or announced high speed connectivity products that are priced lower than the Company's, and certain other competitors are more focused on and experienced in selling and marketing two-way cable transmission products. There can be no assurance that additional competitors will not introduce new products that will be priced lower, provide superior performance or achieve greater market acceptance than the Company's products. The Company's principal competitors in the wireless modem market, Bay Networks, Harmonic Lightwaves through its proposed acquisition of New Media Communications, Motorola, NextLevel Systems and Stanford Telecommunications, are providing wireless Internet connectivity over wireless cable and LMDS frequencies. To be successful, the Company's Series 2000 products must achieve market acceptance and the Company must respond promptly and effectively to the challenges of new competitive products and tactics, alternate technologies, technological changes and evolving industry standards. The Company must continue to develop products with improved performance over two-way cable transmission facilities and with the ability to perform over two-way wireless transmission facilities. There can be no assurance that the Company will meet these challenges, that it will be able to compete successfully against current or future competitors, or that the competitive pressures faced by the Company will not materially and adversely affect the Company's business, operating results and financial conditions. Further, as a strategic response to changes in the competitive environment, the Company may make certain pricing, service, marketing or other promotional decisions or enter into acquisitions or new ventures that could have a material adverse effect on the Company's business, operating results or financial conditions. Cable and broadband wireless system operators face competition from providers of alternative high speed connectivity systems. In the wireless high speed access market, broadband wireless system operators are in competition with satellite TV providers. In telephony networks, xDSL technology enables digitally compressed video signals to be transmitted through existing telephone lines to the home. In the event that any competing architecture or technology were to limit or halt the deployment of coaxial or HFC systems, the Company's business, operating results and financial condition could be materially adversely affected

Business Plan
The company's objective is to be a leader in providing broadband access products that are reliable, secure and scalable to cable system operators, broadband wireless system operators, ISPs and other businesses. Key elements of the company's strategy include: (I) Satisfy Broadband Access Needs of Growing Business Market, (ii) Offer Flexible Products for Cable and Wireless System Operators, (iii) Address the Needs of Wireless System Operators, (iv) Enhance Relationship with ISPS and (v) Leverage Technological Advantage.

Use of Proceeds
The proceeds from the proposed offering will be used for the repayment of debt, working capital and general corporate purposes.

Principal and Selling Shareholders
Name of Shareholder% Owned
Before
% Owned
After
Intel Corporation16.70%12.20%
Strachman Family Revocable Trust12.70%9.20%
Accel Partners11.60%8.50%
Douglas Leone Sequoia Capital11.50%8.40%
Eduardo J. Moura9.50%6.90%
OSCCO III, L.P.6.60%4.80%
BG Services Limited6.60%4.90%
Venture Fund I, L.P.5.80%4.30%
Note: Represents ownership of 5% or more prior to the offering.
Executive Officers and Directors
Officer NameTitleAge
Ernest P. QuinonesController37
Carl S. LedbetterPresident, Chief Executive Officer and Chairman of the Board of Directors48
Frederick EnnsVice President and Chief Technology Officer46
Vishwas R. (Victor) GodboleVice President, Engineering51
Dan E. SteimleVice president, Finance and Administration, Chief Financial Officer and Secretary49
Jane S. ZeletesVice President, Marketing42
William H. FryVice President, Operations58
Gustavo (Gus) EzcurraVice President, Sales41

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