Under the terms of the agreement, the $16.5 million will be used to acquire all outstanding shares of Mentat. In addition, Packeteer will pay approximately $3.5 million in retention bonuses to Mentat employees in both cash and restricted stock.

Mentat provides protocol acceleration technologies and transparent proxies that offer networking solutions for satellite and high-latency network links. Clients include ISPs, enterprises, and government organizations in over 90 countries across all seven continents.

Packeteer is expected to benefit as the acquisition deepens and extends its intellectual property and provides advanced acceleration capabilities for new WAN performance solutions.

The Cupertino, California-based outfit expects the acquisition will add between $6 million and $7 million to total net revenues in 2005, and be neutral to total operating income prior to amortization of intangibles and other acquisition-related expenses.

Earlier in December, Packeteer announced the appointment of Bernard Mathaisel, senior VP and CIO of Solectron Corp to its board of directors.