test

Q&A

•

What was announced today?

•

What is the timing?

•

As an OPNET partner, what does this mean for me?

•

Why is Riverbed doing this?

•

Why is OPNET doing this?

Filed under Rule 425 under the Securities Act of 1933

and deemed filed under Rule 14a-12 of the

Securities Exchange Act of 1934

Filed by: OPNET Technologies, Inc.

Subject Company: OPNET Technologies, Inc.

SEC File No.: 000-30931

OPNET

Confidential

–

Not

for

release

to

third

parties  

©

2012 OPNET Technologies, Inc.  All rights reserved. OPNET and OPNET product names are trademarks of OPNET Technologies, Inc.

1

test

OPNET

Confidential

–

Not

for

release

to

third

parties  

©

2012 OPNET Technologies, Inc.  All rights reserved. OPNET and OPNET product names are trademarks of OPNET Technologies, Inc.

2

Q&A

•

Will OPNET and Riverbed channel programs be merged?

•

What will happen to the terms of our agreements with OPNET

(SYNERGY, NDAs, price quotations, SOWs, etc.)?

•

Should I hold off on OPNET activity while waiting for the new terms of

Riverbed’s channel programs?  I heard they require commitments that

we are not ready for.

•

Will my key contacts at OPNET change?  (Sales, BD, technical, …)

test

OPNET

Confidential

–

Not

for

release

to

third

parties  

©

2012 OPNET Technologies, Inc.  All rights reserved. OPNET and OPNET product names are trademarks of OPNET Technologies, Inc.

3

Q&A

•

Will I still be able to register opportunities with OPNET after the

planned acquisition completion date?  Or will I first need to join one of

Riverbed’s channel programs?

•

Will I have a chance to sell other Riverbed products given my

partnership with OPNET?

•

What if I don’t want to sell other Riverbed products besides the

OPNET products?  Will I be cut as an OPNET partner?

•

If Riverbed has partners that operate in my market segment, is my

relationship with the combined company at risk?

test

OPNET

Confidential

–

Not

for

release

to

third

parties  

©

2012 OPNET Technologies, Inc.  All rights reserved. OPNET and OPNET product names are trademarks of OPNET Technologies, Inc.

4

Q&A

•

We use OPNET products to help clients plan datacenter changes,

including WAN optimization.   Will I be required to promote only

Steelhead going forward?

•

What will happen to OPNET and Riverbed product roadmaps?

•

What will happen to existing customers of each company?

•

What immediate actions are recommend current OPNET partners,

services partners, and tech alliance partners?

test

OPNET

Confidential

–

Not

for

release

to

third

parties  

©

2012 OPNET Technologies, Inc.  All rights reserved. OPNET and OPNET product names are trademarks of OPNET Technologies, Inc.

5

Important Notice

Additional Information and Where to Find It

•

 

The exchange offer for the outstanding common stock of OPNET Technologies, Inc. (“OPNET”) referred to in this communication has not yet

commenced.  This announcement is neither an offer to purchase nor a solicitation of an offer to sell shares of OPNET.  OPNET stockholders

are urged to read the relevant exchange offer documents when they become available because they will contain important information that

stockholders should consider before making any decision regarding tendering their shares.  At the time the offer is commenced, Riverbed

Technology, Inc. (“Riverbed”) will file exchange offer materials with the U.S. Securities and Exchange Commission and OPNET will file a

Solicitation/Recommendation Statement with respect to the offer.  The exchange offer materials (including a Prospectus and certain other

offer documents) and the Solicitation/Recommendation Statement will contain important information, which should be read carefully before

any decision is made with respect to the exchange offer.  The Prospectus and certain other offer documents, as well as the

Solicitation/Recommendation Statement, will be made available to all shareholders of OPNET at no expense to them.  The exchange offer

materials and the Solicitation/Recommendation Statement will be made available for free at the Securities and Exchange Commission’s web

Interests of Certain Persons in the Offer and the Merger

•

Riverbed will be, and certain other persons may be, soliciting OPNET stockholders to tender their shares into the exchange offer. The

directors and executive officers of Riverbed and the directors and executive officers of OPNET may be deemed to be participants in

Riverbed’s solicitation of OPNET’s stockholders to tender their shares into the exchange offer.

•

Investors and shareholders may obtain more detailed information regarding the names, affiliations and interests of the directors and officers

of Riverbed and OPNET in the exchange offer by reading the Prospectus and certain other offer documents, as well as the

Solicitation/Recommendation Statement, when they become available.

site

at

www.sec.gov.

Free

copies

of

the

Offer

to

Purchase,

the

related

Letter

of

Transmittal

and

certain

other

offering

documents

will

be

made

available

by

Riverbed

by

mail

to

Riverbed

Technologies,

Inc.,

199

Fremont

Street,

San

Francisco,

CA

94105,

attention:

Investor

Relations,

and

free

copies

of

the

Solicitation/Recommendation

Statement

will

be

made

available

by

OPNET

by

mail

to

OPNET

Technologies,

Inc.,

7255

Woodmont

Avenue,

Bethesda,

Maryland

20814-7900,

attention:

Investor

Relations.