SC14D9C

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14D-9

(RULE 14d-101)

SOLICITATION/RECOMMENDATION STATEMENT

UNDER SECTION 14(d)(4) OF THE

SECURITIES EXCHANGE ACT OF 1934

Radiant Systems, Inc.

(Name of Subject Company)

Radiant Systems, Inc.

(Names of Person(s) Filing Statement)

Common Stock, no par value

(Title of Class of Securities)

75025N102

(CUSIP Number of Class of Securities)

John H. Heyman

Chief Executive Officer

3925 Brookside Parkway

Alpharetta, Georgia 30022

(770) 576-6000

(Name, address and telephone number(s) of person authorized to receive

notice and communications on behalf of the person(s) filing statement)

Copies To:

R.W. Smith, Jr., Esq.

DLA Piper LLP (US)

6225 Smith Avenue

Baltimore, Maryland 21209

(410) 580-3000

þ Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

This filing relates solely to preliminary communications made before the commencement of a planned tender offer by Ranger Acquisition Corporation (“Merger Sub”), a wholly-owned subsidiary of NCR Corporation (“Parent”), for all of the outstanding shares of common stock of Radiant Systems, Inc. (the “Company” or “Radiant”), to be commenced pursuant to the Agreement and Plan of Merger, dated as of July 11, 2011, by and among Parent, Merger Sub and the Company.

Important Information about the Tender Offer

The tender offer described herein has not yet commenced, and the information attached is neither an offer to purchase nor a solicitation of an offer to sell securities. At the time the tender offer is commenced, Parent will cause Merger Sub to file a tender offer statement on Schedule TO with the SEC. Investors and Radiant shareholders are strongly advised to read the tender offer statement (including an offer to purchase, letter of transmittal and related tender offer documents) and the related solicitation/recommendation statement on Schedule 14D-9 that will be filed by Radiant with the SEC, because they will contain important information. These documents will be available at no charge on the SEC’s website at www.sec.gov. A copy of the tender offer statement and the solicitation/recommendation statement will be made available free of charge to all shareholders of Radiant Systems, Inc. at www.radiantsystems.com or by contacting Radiant Systems, Inc. at 3925 Brookside Parkway, Alpharetta, Georgia 30022, Attn: Investor Relations Director, (770) 576-6000.

Statement on Cautionary Factors

Except for the historical information presented herein, matters discussed herein may constitute forward-looking statements that are subject to certain risks and uncertainties that could cause actual results to differ materially from any future results, performance or achievements expressed or implied by such statements. Statements that are not historical facts, including statements preceded by, followed by, or that include the words “future”; “anticipate”; “potential”; “believe”; or similar statements are forward-looking statements. Risks and uncertainties include uncertainties as to the timing of the tender offer and merger; uncertainties as to how many of the Radiant shareholders will tender their stock in the offer; the risk that competing offers will be made; the possibility that various closing conditions for the transaction may not be satisfied or waived, including that a governmental entity may prohibit, delay or refuse to grant approval for the consummation of the transaction; the effects of disruption from the transaction making it more difficult to maintain relationships with employees, customers, business partners or governmental entities; as well as risks detailed from time to time in Radiant’s public disclosure filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2010, subsequent quarterly filings on Form 10-Q and the solicitation/recommendation statement to be filed in connection with the tender offer. The information contained herein is as of July 11, 2011. Radiant disclaims any intent or obligation to update any forward-looking statements as a result of developments occurring after the filing of this information or otherwise, except as expressly required by law. Copies of Radiant’s public disclosure filings are available from its investor relations department.

Exhibit Index

Exhibit	Description
99.1	Joint Press Release issued by Radiant Systems, Inc. and NCR Corporation on July 11, 2011
99.2	Investor Presentation, dated July 11, 2011
99.3	Communication to employees of Radiant Systems, Inc., dated July 11, 2011
99.4	[omitted]
99.5	Communication to resellers of Radiant Systems, Inc., dated July 11, 2011
99.6	Email to customers of Radiant Systems, Inc., dated July 11, 2011
99.7	Communication to customers of Radiant Systems, Inc., dated July 11, 2011
99.8	Letter to employees of Radiant Systems, Inc. from John H. Heyman, dated July 11, 2011
99.9	Presentation to employees of Radiant Systems, Inc., dated July 11, 2011
99.10	Introduction to Customer and Partner Email, dated July 11, 2011

EX-99.1

Exhibit 99.1

NEWS RELEASE

July 11, 2011

NCR to acquire Radiant Systems, Inc., establishing technology and market leadership in hospitality and specialty retail

Creates third core industry vertical bringing strong software and SaaS capabilities, accelerating NCR’s revenue growth and margin expansion strategy

Duluth, GA. – NCR Corporation (NYSE: NCR) and Radiant Systems, Inc. (NASDAQ: RADS) today announced a definitive agreement for NCR to acquire Radiant Systems, a leading provider of multichannel point-of-sale and managed hosted service solutions to the hospitality and specialty retail markets, through a cash tender offer of $28.00 per Radiant Systems share. The equity purchase price of $1.2 billion has been approved by the boards of directors of each company. NCR and Radiant Systems currently anticipate the transaction will close during the third quarter of 2011, subject to regulatory approval.

The transaction accelerates NCR’s strategy of expanding into core industry adjacencies, increasing revenue growth rates and expanding margins by enhancing its mix of software and services. Radiant Systems’ market-leading software and Software as a Service (SaaS) capabilities will significantly enhance NCR’s solutions, creating a superior portfolio of multichannel point-of–service and self-service solutions. NCR will use its global sales, services and operations organizations to extend this portfolio to many of the fastest-growing markets in the world, while driving supply chain, operational and innovation synergies. Market coverage will be enhanced by Radiant Systems’ strong channel partner network, which will complement NCR’s channel and support its goal of building a world-class channel partner network.

With the addition of Radiant Systems, NCR will create a third core industry vertical, after its Financial and Retail lines of business, and establish category leadership in the hospitality and specialty retail markets. The hospitality and specialty retail total addressable markets are approximately $8 billion in size and under-penetrated by industry leaders.¹ NCR plans to leverage Radiant Systems’ leadership position in quick service and table service restaurants, specialty and convenience retailers and entertainment venues by combining Radiant Systems’ solution and services portfolio with NCR’s existing portfolio, brand and global reach. The transaction is expected to be accretive to NCR’s Non-GAAP earnings in 2012.²

“Radiant Systems is a logical and strategic extension for NCR, moving us into attractive fast-growth adjacent markets,” said NCR Chairman and CEO Bill Nuti. “Radiant Systems has delivered 15 percent compounded annual revenue growth over the last five years, along with impressive margin expansion as a result of the high customer demand for its expansive software offerings. This acquisition will enable our companies to accelerate expansion through the powerful combination of each other’s strengths and NCR’s track record of

driving transformational change. We will bring together two strong teams with Radiant Systems playing a vital role in enhancing our long-term growth, margin expansion and earnings appreciation.”

“Radiant Systems’ growth strategy has always focused on taking great care of our customers, delivering leading innovation to our industries and continuing to expand our market presence across our industries and around the globe,” said John Heyman, CEO Radiant Systems. “This combination dramatically accelerates our capabilities on all of these initiatives. NCR’s global footprint, brand recognition and track record of innovation will help us achieve our strategic aspirations and create even more value for our customers. Importantly, both NCR and Radiant Systems share a vision that these accomplishments start with a common ingredient—great people to execute on the vision.”

Key members of the Radiant Systems management team will play integral roles in strengthening NCR’s position in hospitality and specialty retail, including Andrew Heyman, currently Radiant Systems’ Chief Operating Officer, who will lead the new vertical. The two companies anticipate a seamless transition for customers, channel partners and employees.

The tender offer is expected to commence on or before July 25, 2011. The offer will be open for a period of not less than 20 business days from its commencement and will be conditional upon, among other things, valid acceptances of the offer in respect of shares representing more than 50 percent of the outstanding Radiant Systems shares on a fully diluted basis as well as satisfactory completion of other customary closing conditions, including regulatory approval.

The acquisition will be financed through a combination of new debt and existing balance sheet cash. NCR will raise approximately $1.1 billion of new funded debt to finance the transaction. The financing will enable NCR to maintain a strong liquidity position post transaction. J.P. Morgan, RBC Capital Markets, BofA Merrill Lynch and Morgan Stanley provided committed financing to NCR for the transaction.

Atlas Strategic Advisors LLC and J.P. Morgan Securities LLC acted as financial advisors to NCR on the transaction and Womble Carlyle Sandridge & Rice, PLLC acted as legal counsel.

In connection with the transaction, Jefferies & Company, Inc. is acting as lead financial advisor, SunTrust Robinson Humphrey, Inc. is acting as co-advisor to Radiant Systems and DLA Piper LLP (U.S.) is acting as legal counsel.

Investor Conference Call

A conference call is scheduled today at 5:45 p.m. (EST) to discuss the acquisition of Radiant Systems. Access to the conference call and a presentation describing the transaction, as well as a replay of the call, will be available on NCR’s Web site at http://investor.ncr.com/.

¹ Radiant Systems primary research of addressable market

²  The deal is expected to be accretive on a non-GAAP basis; which excludes amortization of acquired intangibles and one-time costs

About NCR Corporation

NCR Corporation (NYSE: NCR) is a global technology company leading how the world connects, interacts and transacts with business. NCR’s assisted- and self-service solutions

and comprehensive support services address the needs of retail, financial, travel, healthcare, hospitality, entertainment, gaming, public sector, telecom carrier and equipment organizations in more than 100 countries. NCR (www.ncr.com) is headquartered in Duluth, Georgia.

NCR is a trademark of NCR Corporation in the United States and other countries.

About Radiant Systems

Headquartered in Atlanta, Radiant Systems (Nasdaq: RADS) is a global provider of innovative technology and services to the hospitality and retail industries. With more than 100,000 installations worldwide, our customers include leading brands and venues in the restaurant and food service, sports and entertainment, petroleum and convenience, and specialty retail markets. Radiant Systems has offices in North America, Europe, Asia and Australia. For more information about Radiant Systems, visit our Website.

Important Additional Information

This press release (this “Statement”) relates to a planned tender offer by Radiant Systems Acquisition Corporation (“Purchaser”), a wholly-owned subsidiary of NCR Corporation (“NCR”), for all shares of outstanding common stock of Radiant Systems, Inc. (“Radiant Systems”), to be commenced pursuant to an Agreement and Plan of Merger, dated as of July 11, 2011, by and among NCR, Purchaser and Radiant Systems.

The tender offer referred to in this Statement has not yet commenced. This Statement is neither an offer to purchase nor a solicitation of an offer to sell any shares of Radiant Systems. The solicitation and the offer to buy shares of Radiant Systems common stock will be made pursuant to an offer to purchase and related materials that NCR and Purchaser intend to file with the U.S. Securities and Exchange Commission (the “SEC”). At the time the tender offer is commenced, NCR and Purchaser intend to file a Tender Offer Statement on Schedule TO containing an offer to purchase, a form of letter of transmittal and other documents relating to the tender offer and Radiant Systems intends to file a Solicitation/Recommendation Statement on Schedule 14D-9 with respect to the tender offer. NCR and Radiant Systems intend to mail these documents to the shareholders of Radiant Systems. These documents will contain important information about the tender offer and shareholders of Radiant Systems are urged to read them carefully when they become available. Investors and shareholders of Radiant Systems will be able to obtain a free copy of these documents (when they become available) and other documents filed by NCR and Radiant Systems with the SEC at the website maintained by the SEC at www.sec.gov. In addition, the tender offer statement and related materials may be obtained for free (when they become available) by directing such requests to NCR at Attention: Investor Relations, 3097 Satellite Boulevard, Duluth, GA 30096. Investors and shareholders of Radiant Systems may obtain a free copy of the solicitation/recommendation statement and other documents (when they become available) from Radiant Systems by directing requests to Radiant Systems, Attention: [Investor Relations], 3925 Brookside Parkway, Alpharetta, GA 30022.

Forward-Looking Statements

This press release contains forward-looking statements that involve a number of risks and uncertainties. Important factors that could cause actual results to differ materially from those indicated by such forward-looking statements are set forth in NCR’s and Radiant

Systems’ respective quarterly and annual reports, under the caption “Risk Factors”, which are on file with the SEC and available on NCR and Radiant Systems’ respective websites.

In addition to the factors discussed in this release, other risks and uncertainties include those relating to: the uncertain economic climate, which could impact the ability of our customers to make capital expenditures, thereby affecting their ability to purchase our products, and consolidation in the financial services sector, which could impact our business by reducing our customer base; the timely development, production or acquisition and market acceptance of new and existing products and services (such as self-service technologies), including our ability to accelerate market acceptance of new products and services; shifts in market demands, continued competitive factors and pricing pressures and their impact on our ability to improve gross margins and profitability, especially in our more mature offerings; the effect of currency translation; short product cycles, rapidly changing technologies and maintaining a competitive leadership position with respect to our solution offerings; tax rates; ability to execute our business and reengineering plans; turnover of workforce and the ability to attract and retain skilled employees, especially in light of continued cost-control measures being taken by the company; availability and successful exploitation of new acquisition and alliance opportunities; access to DVD inventory and the conversion to, and market adoption of, alternative methods of entertainment content delivery; changes in Generally Accepted Accounting Principles (GAAP) and the resulting impact, if any, on the company’s accounting policies; continued efforts to establish and maintain best-in-class internal information technology and control systems; the success of our pension strategy; compliance with requirements relating to data privacy and protection; expected benefits related to the transaction not materializing as expected; the transaction not being timely completed, if completed at all; prior to the completion of the transaction, Radiant Systems’ business experiencing disruptions due to transaction-related uncertainty or other factors making it more difficult to maintain relationships with employees, licensees, or other business partners; the parties being unable to successfully implement integration strategies; and other factors detailed from time to time in NCR’s and/or Radiant Systems’ filings with the SEC. NCR and Radiant Systems disclaim any obligation to update any such forward-looking statements after the date of this release.

Richard Maton, NCR Media Relations

770-623-7874

richard.maton@ncr.com

Cameron Smith, NCR Media Relations

770-623-7998

cameron.smith@ncr.com

Gavin Bell, NCR Investor Relations

212-589-8468

gavin.bell@ncr.com

Karen Leytze, Radiant Systems Media and Investor Relations

770-576-6811

Karen.leytze@RadiantSystems.com

EX-99.2

NCR to Acquire Radiant Systems

July 11, 2011

Bill Nuti –

Chairman & CEO, NCR

Bob Fishman –

CFO, NCR

John Heyman –

CEO, Radiant Systems

Andrew Heyman –

COO, Radiant Systems

Exhibit 99.2

NCR Confidential

1

Note to Investors

Comments made during this conference call and in the related presentation materials may include forward-looking

statements under the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on

current expectations and assumptions, and are subject to a number of risks and uncertainties that could cause actual

results to vary materially. These risks and uncertainties are detailed from time to time in NCR’s and Radiant’s respective

SEC reports, including, but not limited to, Forms 10-Q, 10-K, 8-K and NCR’s and Radiant’s respective annual reports to

shareholders. Statements made during this conference call and in the related presentation materials are made only as of

the date of this event, and neither NCR nor Radiant undertakes any obligation to publicly update or revise any such

statements, whether as a result of new information, future events or otherwise.

While NCR reports its results in accordance with generally accepted accounting principles in the United States, or GAAP, in

an effort to provide additional useful information regarding NCR’s financial results, certain materials presented during this

event will include non-GAAP measures. NCR’s management evaluates NCR’s results excluding certain items, such as

pension expense, to assess the company’s financial performance, and believes this information is useful for investors

because it provides a more complete understanding of NCR’s underlying operational performance, as well as consistency

and comparability with past reports of financial results. In addition, NCR management uses earnings per share excluding

these items to manage and determine effectiveness of its business managers and as a basis for incentive compensation.

The non-GAAP measures presented during this event should not be considered as substitutes for, or superior to, results

determined in accordance with GAAP. A reconciliation of these non-GAAP measures to comparable GAAP measures and

other related information is included in the portion of these presentation materials entitled “Non-GAAP Supplementary

Materials” and is available on the Investor Relations page of NCR’s website at www.ncr.com. Descriptions of many of  

these non-GAAP measures, including free cash flow, also are included in NCR’s SEC reports.

These charts and the associated remarks are integrally related and are intended to be presented and

understood together.

NCR Confidential

2

Note to Investors (Continued)

This presentation (this “Presentation”) relates to a planned tender offer by Radiant Acquisition Corporation (“Purchaser”), a

wholly-owned subsidiary of NCR Corporation (“NCR”), for all shares of outstanding common stock of Radiant, Inc.

(“Radiant”), to be commenced pursuant to an Agreement and Plan of Merger, dated as of July 11, 2011, by and among

NCR, Purchaser and Radiant.

The tender offer referred to in this Presentation has not yet commenced. This Presentation is neither an offer to purchase

nor a solicitation of an offer to sell any shares of Radiant. The solicitation and the offer to buy shares of Radiant common

stock will be made pursuant to an offer to purchase and related materials that NCR and Purchaser intend to file with the

U.S. Securities and Exchange Commission (the “SEC”). At the time the tender offer is commenced, NCR and Purchaser

intend to file a Tender Offer Statement on Schedule TO containing an offer to purchase, a form of letter of transmittal and

other documents relating to the tender offer and Radiant intends to file a Solicitation/Recommendation Statement on

Schedule 14D-9 with respect to the tender offer. NCR, Purchaser and Radiant intend to mail these documents to the

shareholders of Radiant. These documents will contain important information about the tender offer and shareholders of

Radiant are urged to read them carefully when they become available. Investors and shareholders of Radiant will be able

to obtain a free copy of these documents (when they become available) and other documents filed by NCR, Purchaser and

Radiant with the SEC at the website maintained by the SEC at www.sec.gov. In addition, the tender offer statement and

related materials may be obtained for free (when they become available) by directing such requests to NCR at Attention:

Investor Relations, 3097 Satellite Blvd, Duluth, GA 30096. Investors and shareholders of Radiant may obtain a free copy of

the solicitation/recommendation statement and other documents (when they become available) from Radiant by directing

requests to Radiant at Attention: Investor Relations, 3925 Brookside Parkway, Alpharetta, GA 30022.

NCR Confidential

3

Alignment with NCR Corporate Strategy

NCR BUSINESS SYSTEM DRIVING A CONTINUOUS IMPROVEMENT CULTURE

Innovation provides the foundation for our strategy

Design to win (Dfx)

PLM

Lean Six Sigma

CRVE

EXPAND INTO EMERGING GROWTH INDUSTRY SEGMENTS

Healthcare

Entertainment

Travel and

Gaming

Telecom and

Technology

Financial

Services

Retail and

Hospitality

Expand and strengthen

geographic presence and

sales coverage

Penetrate adjacent single

and multichannel self-

service solution segments

Leverage Consumable BU Products and Innovations

NCR Services

NCR Services

Consulting

Consulting

-

-

Professional

Professional

Services

Services

–

–

Deployment

Deployment

Services

Services

–

–

Post

Post

Sales

Sales

Service

Service

&

&

Support

Support

–

–

Managed

Managed

Services

Services

Trusted

partner

to

the

customers

we

serve

Highest  Productivity – Most  Efficient  and  Effective  – Best Quality  – Disruptive  Cost

NCR Confidential

4

Radiant Is an Ideal Strategic Fit for NCR

Radiant strengthens NCR’s business, financial and strategic profile

•

Adds a third core vertical: Hospitality and Specialty Retail

•

Substantially increases total available market

•

Improves growth and margin profile

•

Bolsters capabilities in software / SaaS

•

Significantly expands channel network and customer base

The combined company features multiple avenues to drive revenue growth and

•

Enables cross-selling of NCR’s solutions across the Hospitality and Specialty Retail vertical

•

Utilizes NCR’s global footprint to accelerate Radiant’s international growth

•

Leverages NCR’s assets and expertise in supply chain and back-office functions into a new

vertical

•

Complementary

business

model

and

geographic

proximity

will

drive

significant

efficiencies

operating efficiencies

NCR Confidential

5

Transaction Overview

•

NCR to acquire 100% of the common stock of Radiant for $28.00 per share in cash

–

Equity purchase price of approximately $1.2 billion

–

Represents a 28% premium to Friday’s closing price of $21.95

•

The Boards of Directors of both companies have approved the transaction

•

NCR

is

entering

into

employment

and/or

retention

agreements

with

select

employees

•

Radiant executives and directors have entered into tender and voting agreements in

support of the transaction

•

Expected to be accretive to Non-GAAP earnings in 2012

•

Transaction utilizes NCR’s strong balance sheet and will be funded through a mix of new

debt and existing balance sheet cash

•

NCR

will

commence

the

tender

offer

on

or

before

July

25

th

with

an

expected

transaction

close in the third quarter, subject to regulatory approval

Radiant: Hospitality Leader with Attractive Growth Potential

•

Founded in 1985 and headquartered in Alpharetta, GA

•

#1 Hospitality

provider

in

the

U.S.

(1)

–

Quick

service,

table service and fast, casual restaurants

•

Leader

in

retail

point-of-sale

for

specialty

&

convenience retail and sports & entertainment

•

Rapidly growing subscription-based services

•

More than 100,000 active installations worldwide

•

Blue-chip customer base includes:

Large Footprint in Hospitality and Retail

Demonstrated Track Record

Leader in Large, Fragmented Market Segments

($’s in Millions)

$51

$71

$82

$109

$132

$147

$121

$152

$171

$193

$155

$199

$172

$222

$253

$302

$287

$346

41%

44%

44%

43%

47%

46%

2005

2006

2007

2008

2009

2010

Recurring Revenue

Other Revenue

Gross Margin

Revenue CAGR: 15%

(1)

Source: Chain Store Guide’s Database of Foodservice Technology

Hospitality

Retail

6%

Rest of

Market

94%

2%

Rest of

Market

98%

$3.5 billion

570,000

$4.5 billion

1,000,000

Global tech

spend:

U.S. sites:

NCR Confidential

6

NCR Confidential

7

Operate

Measure

Manage

Market

Software-Driven Business Models –

NCR and Radiant

Radiant: Full Suite of Solutions

•

Point-of-sale (POS)

–

Hardware and software-based site

management solutions

–

POS, self-service kiosks and back-office systems and

software

–

Touch-screen terminals, servers, handheld devices and 

peripherals

•

Subscription, maintenance and transaction services

–

SaaS / hosted model for delivering site management

software solutions

–

Customer support, software support and transaction

payment processing services

•

Professional services

–

design, implementation and

integration

Radiant: Growing SaaS Penetration

NCR’s Software-Driven Business Model

Radiant: Evolving Suite Delivers Customer Value

Restaurant

Guard

Radiant Payment

Services

Security Services

Insight

Smart Alerts

Command

Center

Loyalty

Stored Value

Online Sales

Customer Connect

Social Marketing

NCR APTRA™

Mobile Banking

Digital

Signage

Digital

Download

Proactive

Travel

Management

Software as

a Service

(SaaS)

e-Commerce

CRM

Integration

Online and

Mobile Bill

Pay

Recurring Revenues

Online

Text

Mobile

Web

Mobile App

(# of Sites in Thousands)

38

58

66

94

105

117

2005

2006

2007

2008

2009

2010

17%

8%

20%

21%

33%

58%

Radiant Sites

%

SaaS Penetration

Enhancing NCR’s Business Profile

Products

50%

Professional &

Installation Services

12%

Support

Services

38%

Systems

47%

Maintenance &

Transaction Services

31%

Professional Services

11%

Products

50%

Professional &

Installation Services

14%

Support

Services

36%

International

68%

U.S.

32%

U.S.

84%

International

16%

U.S.

36%

International

64%

Financial

Services

65%

Retail &

Hospitality

21%

Emerging Industries

14%

Hospitality

61%

Retail, S&E

31%

International

9%

Financial

Services

59%

Retail &

Hospitality

19%

10%

Emerging

Industries

13%

Subscription Services

12%

Operating

Income:

$333mm

(1)

Operating

Income:

$41mm

(2)

Operating

Income:

$374mm

(3)

Revenue: $346mm

Revenue: $5,165mm

Revenue: $4,819mm

Note: Based on NCR and Radiant 2010 metrics; products & solutions and geography illustrate revenue contribution; industry verticals illustrate positive segment operating income

contribution; excludes synergies

(1)

% Contribution excludes Entertainment segment as it has operating loss of ($50) million

(2)

Operating income includes stock-based compensation of $5mm; % contribution excludes Indirect Corporate operating costs of ($39) million

(3)

•5.4% Revenue growth

•

24.0% Gross margin

•

7.2% NPOI margin

NCR Confidential

Financial

Profile

•

4.5% Revenue growth

•

22.4% Gross margin

•

6.9% NPOI margin

•

20.5% Revenue growth

•

46.1% Gross margin

•

11.8% OI margin

Products &

Solutions

Geography

Industry

Verticals

8

Expanded Leadership Position in Self-Service and POS

Financial

Services

Retail

Hospitality &

Specialty

Retail

Entertainment

Emerging

Industries

Business

Highlights

#1 in banking

ATMs

#1 supplier of

multivendor

ATM

middleware

applications

#1 in retail self-

checkout

Leader in retail

point-of-sale

6 of top 10

theatre circuits

#1 hospitality

provider in the

U.S.

6 of top 10

fastest growing

chains

#2 DVD kiosk

operator in the

U.S.

#1 in U.S.

hospital patient

self-check-in

Five of top six

U.S. airlines use

NCR self-check-in

Key Products &

Services

Customers

NCR Confidential

9

NCR Confidential

10

Compelling Value Creation Opportunity

Revenue Synergies

•

Accelerate NCR’s growth in Hospitality and

Specialty Retail

•

Cross-sell NCR’s platform of products and

services into Radiant’s existing customer base

•

Leverage NCR’s global footprint to accelerate

Radiant’s international growth

•

Enhance existing NCR solutions through addition

of Radiant’s software capabilities

•

Leverage NCR’s scale and brand

Cost Synergies

•

Integration of services business

•

Drive efficiencies in administrative functions

across the combined company

•

Scale efficiencies throughout the supply chain

•

Leverage R&D best practices

•

Significant upside from cross-

selling, geographic and

technology revenue synergy

opportunities

•

Expect $20 -

$30 million of

pre-tax cost synergies in

2012

•

Annualized pre-tax cost

synergies of approximately

$40 -

$50 million to be

realized over three years

•

One-time restructuring cost

of approximately $35 -

$45

million

NCR Confidential

11

Financing Summary

•

Acquisition

to

be

financed

through

a

combination

of

new

debt

and

existing

balance

sheet

cash

•

NCR to raise $1.1 billion of newly funded debt to finance the transaction

–

Committed financing provided by J.P. Morgan, RBC Capital Markets, BofA Merrill Lynch

and Morgan Stanley

•

NCR to maintain a strong capital structure post the transaction

–

LTM leverage below 3.5x adjusted debt / EBITDA per S&P methodology

–

Have had preliminary discussions with S&P and plan to maintain an active dialogue

–

Strong free cash flow generation supports deleveraging over time

–

Robust

liquidity

position

with

approximately

$350

-

$400

million

of

remaining

cash

on

the balance sheet and $300 million of availability under a new credit facility at closing

NCR Confidential

12

Summary: Compelling Rationale for Radiant Acquisition

•

Accelerates NCR’s strategy to move into fast-growth, high margin adjacencies and aligns

with our vision of becoming a hardware-enabled, software-driven business

•

Adds category leadership in Hospitality and Specialty Retail and

immediately establishes a

strong global position in a third core vertical

•

Creates a company with a unique portfolio of point-of-sale and self-service solutions

targeted to meet customer needs across multiple platforms, supported by best-in-class

service organization

•

Enhances NCR’s strategic posture and positions the company for long-term growth,

accelerated margin expansion and earnings appreciation

•

Assembles a strong combined management team with commitment to shareholder value

creation

•

Expected to be accretive to Non-GAAP earnings in 2012

EX-99.3

Exhibit 99.3

Radiant Employee Key Messages

• The acquisition of Radiant demonstrates the value NCR places on our people, our products & solutions and the leadership position we have in the hospitality and retail industries. We should be very proud of what we have built.

• NCR is committed to the Hospitality, Convenience and Specialty Retail, Cinema and Stadium industries worldwide and the acquisition of Radiant is viewed as a key platform for growth in those industries.

• Combining our two organizations will accelerate our growth and achieve our strategies faster than either could do alone.

• Radiant will operate as an intact fully functioning business within NCR with the same people and leaders we have today. This will ensure minimal disruption to our business.

• Accelerated growth and being part of a larger organization means more opportunity for our people.

• Compensation and benefits will remain the same for 12 months after close. We will evaluate the compensation and benefit programs at both companies to determine an equitable approach for the future.

• We acknowledge there will be some cost efficiencies resulting from bringing the two companies together.

• Do not assume anything about job loss

• It is too early in the process to know where and how many.

• We are committed to being open and honest and will communicate more about job loss when we know it.

• Both organizations are committed to keeping the best people. As we identify redundancies, we will ensure that employees at both companies are considered and the most qualified individuals will be retained.

• Both organizations are growing and actively hiring. Displaced employees will be considered ahead of outside hires for open positions.

• Severance benefits will be provided for anyone who is terminated as a result of this merger.

• This deal is pending regulatory approval, and it is business as usual until close which is anticipated sometime in Q3 (45-60 days from announcement). Until the closing, you must continue to fulfill your duties for Radiant alone and must not take direction from NCR or any of its employees or representatives about how to conduct Radiant business.

Important Information about the Tender Offer

The Offer described herein has not yet commenced, and the information attached is neither an offer to purchase nor a solicitation of an offer to sell securities. At the time the Offer is commenced, NCR will

cause Radiant Acquisition Corporation to file a tender offer statement on Schedule TO with the SEC. Investors and Radiant shareholders are strongly advised to read the tender offer statement (including an offer to purchase, letter of transmittal and related tender offer documents) and the related solicitation/recommendation statement on Schedule 14D-9 that will be filed by Radiant with the SEC, because they will contain important information. These documents will be available at no charge on the SEC’s website at www.sec.gov. A copy of the tender offer statement and the solicitation/recommendation statement will be made available free of charge to all shareholders of Radiant Systems, Inc. at www.radiantsystems.com or by contacting Radiant Systems, Inc. at 3925 Brookside Parkway, Alpharetta, Georgia 30022, Attn: Investor Relations Director, (770) 576-6000.

Statement on Cautionary Factors

Except for the historical information presented herein, matters discussed herein may constitute forward-looking statements that are subject to certain risks and uncertainties that could cause actual results to differ materially from any future results, performance or achievements expressed or implied by such statements. Statements that are not historical facts, including statements preceded by, followed by, or that include the words “future”; “anticipate”; “potential”; “believe”; or similar statements are forward-looking statements. Risks and uncertainties include uncertainties as to the timing of the tender offer and merger; uncertainties as to how many of the Radiant shareholders will tender their stock in the offer; the risk that competing offers will be made; the possibility that various closing conditions for the transaction may not be satisfied or waived, including that a governmental entity may prohibit, delay or refuse to grant approval for the consummation of the transaction; the effects of disruption from the transaction making it more difficult to maintain relationships with employees, customers, business partners or governmental entities; as well as risks detailed from time to time in Radiant’s public disclosure filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2010, subsequent quarterly filings on Form 10-Q and the solicitation/recommendation statement to be filed in connection with the tender offer. The information contained herein is as of July 11, 2011. Radiant disclaims any intent or obligation to update any forward-looking statements as a result of developments occurring after the filing of this information or otherwise, except as expressly required by law. Copies of Radiant’s public disclosure filings are available from its investor relations department.

EX-99.5

Exhibit 99.5

Dear Valued Channel Partners:

Today, we announced an agreement under which NCR, the global leader of point of sale and self service solutions in the Financial Services and Retail industries, intends to acquire all outstanding shares of Radiant. The combination is fully supported by the management teams of both companies. This $1.2 billion transaction will bring together two leading technology companies and accelerates NCR’s strategic focus on growing its business in the markets Radiant serves. NCR also provides an improved infrastructure which Radiant can leverage for the good of the industries we serve.

We are very excited about this announcement and believe that it will be great for our employees, customers and partners. NCR is a very well-respected company which has realized many successes in its 127-year history. NCR’s investment in Radiant reflects the strength of Radiant’s strategy, business model, results and excitement about our future. The combination of the two companies, which are very complementary, will allow us to leverage NCR’s infrastructure to better serve our markets. The Radiant business will become a new vertical business for NCR – which Andy Heyman, Radiant’s current Chief Operating Officer, will lead. Other members of the Radiant management team will also play integral roles in this new line of business for NCR.

NCR intends to help Radiant accelerate its growth strategy in the small business community. Accordingly, part of NCR’s strategic rationale for the acquisition is the opportunity to leverage Radiant’s strong channel partner community, enhancing NCR’s market coverage and ultimately supporting its goal of building a world-class channel partner network. The two businesses are very complementary and have virtually no overlap.

For the foreseeable future we plan to run this business status quo and as a result, expect minimal disruption to your business. Over time, we believe that the combined channel capabilities the new NCR creates will provide you with an unprecedented competitive advantage for your business. We will bring more solutions to more markets with this expanded partner network. We will deliver Radiant solutions through new channels reaching markets we do not currently serve, with a more recognized brand and set of distribution capabilities, and will assess a broader set of capabilities that can be delivered through the Radiant channel partner network.

You are a very important part of this strategy moving forward. We believe that together with your support, we can better serve our very important small business community and at the same time help your business prosper and grow.

If you have any questions, please feel free to contact me or your Account Manager/RSM.

Sincerely,

John Heyman, CEO

[Attach press release]

Important Information about the Tender Offer

The Offer described herein has not yet commenced, and the information attached is neither an offer to purchase nor a solicitation of an offer to sell securities. At the time the Offer is commenced, NCR will cause Radiant Acquisition Corporation to file a tender offer statement on Schedule TO with the SEC. Investors and Radiant shareholders are strongly advised to read the tender offer statement (including an offer to purchase, letter of transmittal and related tender offer documents) and the related solicitation/recommendation statement on Schedule 14D-9 that will be filed by Radiant with the SEC, because they will contain important information. These documents will be available at no charge on the SEC’s website at www.sec.gov. A copy of the tender offer statement and the solicitation/recommendation statement will be made available free of charge to all shareholders of Radiant Systems, Inc. at www.radiantsystems.com or by contacting Radiant Systems, Inc. at 3925 Brookside Parkway, Alpharetta, Georgia 30022, Attn: Investor Relations Director, (770) 576-6000.

Statement on Cautionary Factors

Except for the historical information presented herein, matters discussed herein may constitute forward-looking statements that are subject to certain risks and uncertainties that could cause actual results to differ materially from any future results, performance or achievements expressed or implied by such statements. Statements that are not historical facts, including statements preceded by, followed by, or that include the words “future”; “anticipate”; “potential”; “believe”; or similar statements are forward-looking statements. Risks and uncertainties include uncertainties as to the timing of the tender offer and merger; uncertainties as to how many of the Radiant shareholders will tender their stock in the offer; the risk that competing offers will be made; the possibility that various closing conditions for the transaction may not be satisfied or waived, including that a governmental entity may prohibit, delay or refuse to grant approval for the consummation of the transaction; the effects of disruption from the transaction making it more difficult to maintain relationships with employees, customers, business partners or governmental entities; as well as risks detailed from time to time in Radiant’s public disclosure filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2010, subsequent quarterly filings on Form 10-Q and the solicitation/recommendation statement to be filed in connection with the tender offer. The information contained herein is as of July 11, 2011. Radiant disclaims any intent or obligation to update any forward-looking statements as a result of developments occurring after the filing of this information or otherwise, except as expressly required by law. Copies of Radiant’s public disclosure filings are available from its investor relations department.

EX-99.6

Exhibit 99.6

Dear Valued Customer:

Today, we announced an agreement under which NCR, the global leader of point of sale and self service solutions in the Financial Services and Retail industries, intends to acquire all outstanding shares of Radiant. The combination is fully supported by the management teams of both companies. This $1.2 billion transaction will bring together two leading technology companies and accelerates NCR’s strategic focus on growing its business in the markets Radiant serves. NCR also provides an improved infrastructure which Radiant can leverage for the good of the industries we serve.

In our 25 year history, we have always looked to accelerate our strategy in a way that benefits our customers and the industries we serve. This announcement demonstrates our commitment to that continuous approach. If we had not been approached with this opportunity, we would be continuing to invest in other ways to bring new innovation and capabilities to the company to serve you better.

We are very excited about this announcement and believe that it will be great for our employees, customers and partners. NCR is a very well-respected company which has realized many successes in its 127-year history. NCR’s investment in Radiant reflects the strength of Radiant’s strategy, business model, results and excitement about our future. The combination of the two companies, which are very complementary, will allow us to leverage NCR’s infrastructure to better serve our markets. The Radiant business will become a new vertical business for NCR – which Andy Heyman, Radiant’s current Chief Operating Officer, will lead. Other members of the Radiant management team will also play integral roles in this new line of business for NCR.

There are many examples of how together we can better serve our markets, than apart. Some examples include improved service reach for businesses operating across countries, increased number of field service technicians, and deep experience in consumer self-service technology practices.

It is expected that this transaction will close before October 1. Until the close, it is important to note that we are required by law to operate as two separate companies. However, both companies anticipate a seamless transition after the close and as a Radiant customer you should expect no disruption to the level of service you receive as we will be running the business as usual.

Lastly, I wanted to share a personal perspective about this announcement. It is never easy to make a decision to sell a company, especially one that has demonstrated a successful track record and has such a bright future. If it does not go through, we have every bit of long-term confidence in our business as we did before this announcement. I strongly believe NCR is one of the very few companies who make an ideal home for Radiant’s customers and employees. NCR is a company which has endured for more than a century, and the commitment they have

made to their multi-year transformation, and Radiant’s products and people, will position this combination to be a great partner for you for many years to come.

If you have any questions, please feel free to contact me or your Account Manager.

Sincerely,

John Heyman

[Attach press release]

Important Information about the Tender Offer

The Offer described herein has not yet commenced, and the information attached is neither an offer to purchase nor a solicitation of an offer to sell securities. At the time the Offer is commenced, NCR will cause Radiant Acquisition Corporation to file a tender offer statement on Schedule TO with the SEC. Investors and Radiant shareholders are strongly advised to read the tender offer statement (including an offer to purchase, letter of transmittal and related tender offer documents) and the related solicitation/recommendation statement on Schedule 14D-9 that will be filed by Radiant with the SEC, because they will contain important information. These documents will be available at no charge on the SEC’s website at www.sec.gov. A copy of the tender offer statement and the solicitation/recommendation statement will be made available free of charge to all shareholders of Radiant Systems, Inc. at www.radiantsystems.com or by contacting Radiant Systems, Inc. at 3925 Brookside Parkway, Alpharetta, Georgia 30022, Attn: Investor Relations Director, (770) 576-6000.

Statement on Cautionary Factors

Except for the historical information presented herein, matters discussed herein may constitute forward-looking statements that are subject to certain risks and uncertainties that could cause actual results to differ materially from any future results, performance or achievements expressed or implied by such statements. Statements that are not historical facts, including statements preceded by, followed by, or that include the words “future”; “anticipate”; “potential”; “believe”; or similar statements are forward-looking statements. Risks and uncertainties include uncertainties as to the timing of the tender offer and merger; uncertainties as to how many of the Radiant shareholders will tender their stock in the offer; the risk that competing offers will be made; the possibility that various closing conditions for the transaction may not be satisfied or waived, including that a governmental entity may prohibit, delay or refuse to grant approval for the consummation of the transaction; the effects of disruption from the transaction making it more difficult to maintain relationships with employees, customers, business partners or governmental entities; as well as risks detailed from time to time in Radiant’s public disclosure filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2010, subsequent quarterly filings on Form 10-Q and the solicitation/recommendation statement to be filed in connection with the tender offer. The information contained herein is as of July 11, 2011. Radiant disclaims any intent or obligation to update any forward-looking statements as a result of developments occurring after the filing of this information or otherwise, except as expressly required by law. Copies of Radiant’s public disclosure filings are available from its investor relations department.

EX-99.7

Exhibit 99.7

Radiant Key Customer Messages

• The acquisition of Radiant demonstrates NCR’s commitment to the Hospitality, Convenience and Specialty Retail, Cinema and Stadium industries worldwide.

• Leveraging Radiant’s software innovation and NCR’s global brand and reach, our commitment to deliver innovative, high quality solutions is stronger than ever.

• A key reason for this transaction is that NCR’s and our goals and strategy align extremely well and there are goals we can achieve faster and with each other than us operating independently

• We confident that the combined pool of industry experts and combined solutions portfolio will enhance our ability to make you more successful in your markets.

• We are now in a better position to help you grow your business globally. NCR’s business is represented in over 180 countries.

• We will run the Radiant business as a separate vertical, intact to ensure minimal disruption to your business.

• We have the opportunity to explore how NCR’s other technology solutions can apply to your business to make a positive impact.

• The acquisition will enable Radiant and NCR to have a richer base of customers to draw from as we invest in technologies to support the new business, combining the assets of both companies.

• We have a much greater opportunity to collaborate with a larger customer community.

Emphasis Points – Business Operations & Hardware/Field Service

• We will keep intact as a fully functional business within NCR while also focusing on the long-term synergies which will help us improve our customers’ businesses

• We will follow through on all of our customer commitments

• We will look for efficiencies between the two manufacturing and field service organizations to ensure we deliver customers the highest quality products and service at the best price

• We will build all products that we have communicated to customers, prospects, and partners a willingness to build

• NOTE: This deal is pending regulatory approval, and it is business as usual until close.

Important Information about the Tender Offer

The Offer described herein has not yet commenced, and the information attached is neither an offer to purchase nor a solicitation of an offer to sell securities. At the time the Offer is commenced, NCR will cause Radiant Acquisition Corporation to file a tender offer statement on Schedule TO with the SEC. Investors and Radiant shareholders are strongly advised to read the tender offer statement (including an offer to purchase, letter of transmittal and related tender offer documents) and the related solicitation/recommendation statement on Schedule 14D-9 that will be filed by Radiant with the SEC, because they will contain important information. These documents will be available at no charge on the SEC’s website at www.sec.gov. A copy of the tender offer statement and the solicitation/recommendation statement will be made available free of charge to all shareholders of Radiant Systems, Inc. at www.radiantsystems.com or by contacting Radiant Systems, Inc. at 3925 Brookside Parkway, Alpharetta, Georgia 30022, Attn: Investor Relations Director, (770) 576-6000.

Statement on Cautionary Factors

Except for the historical information presented herein, matters discussed herein may constitute forward-looking statements that are subject to certain risks and uncertainties that could cause actual results to differ materially from any future results, performance or achievements expressed or implied by such statements. Statements that are not historical facts, including statements preceded by, followed by, or that include the words “future”; “anticipate”; “potential”; “believe”; or similar statements are forward-looking statements. Risks and uncertainties include uncertainties as to the timing of the tender offer and merger; uncertainties as to how many of the Radiant shareholders will tender their stock in the offer; the risk that competing offers will be made; the possibility that various closing conditions for the transaction may not be satisfied or waived, including that a governmental entity may prohibit, delay or refuse to grant approval for the consummation of the transaction; the effects of disruption from the transaction making it more difficult to maintain relationships with employees, customers, business partners or governmental entities; as well as risks detailed from time to time in Radiant’s public disclosure filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2010, subsequent quarterly filings on Form 10-Q and the solicitation/recommendation statement to be filed in connection with the tender offer. The information contained herein is as of July 11, 2011. Radiant disclaims any intent or obligation to update any forward-looking statements as a result of developments occurring after the filing of this information or otherwise, except as expressly required by law. Copies of Radiant’s public disclosure filings are available from its investor relations department.

EX-99.8

Exhibit 99.8

All,

As you may have already heard by now, we have agreed to join forces with NCR (see attached press release). Radiant has had a strong commitment to remaining an independent company over our history and we made this decision only after coming to one conclusion—this combination accelerates our strategy and is completely in line with our vision.

Many companies have called over the years wanting to acquire Radiant. We have said “no” for a variety of reasons. But, when Bill Nuti, the CEO of NCR, called me, he outlined his vision and he outlined the seriousness of his inquiry. I felt compelled to listen on behalf of our shareholders and, as I listened, I grew to understand the power of bringing our two companies together.

NCR is paying $1.2 billion for Radiant because of our track record of industry leadership, the capabilities our people bring to their company and our bright future. The size of this investment demonstrates their commitment to accelerating our growth significantly. I am confident we can realize these aspirations.

Radiant’s success has rested upon creating relationships for life with our constituencies, delivering innovative and impactful solutions to our customers and expanding our market presence. Of course, we have also fostered a continual improvement attitude throughout our company in areas such as infrastructure, quality and people development. NCR understands what has driven our success and only wants to accelerate it with their assets and strengths. These assets and strengths are many and they are powerful.

I, and others on the executive team, have spent a lot of time with our counterparts at NCR over the past few weeks. They believe we have a special recipe for success that starts with our people. As they begin to design their people strategies for our company, it is evident they are going to embrace our people-first vision. They are committed to our leadership and only want to enable them to lead us to do even more. That is why I am so confident this marriage will work.

As to accelerating our strategy, NCR brings assets to the table that would take us years to create on our own. First and foremost, they have an exceptionally strong global sales, distribution, operating and service footprint that you would expect from a multi-billion dollar company. In fact, well over half their business is done outside the U.S. They have a strong presence in mature and in developing countries and will help us better serve global operators and bring our solutions to local markets around the world.

NCR also has a brand that is known around the world for innovation and service. This not only helps our global expansion but also our entry into relatively new markets where we have lacked brand strength, such as specialty retail. Perhaps the most recognizable innovation they have brought to market this past decade is

around self-service technology. While I really feel we started the “self-service” technology industry, they have made huge commitments to it over the past decade in areas such as airlines, healthcare and self-checkout systems.

NCR has developed their brand and presence over 100 years and we are now poised to leverage these same strengths on behalf of our people, customers and partners. What we may have aspired to accomplish together as an independent company is now so much more within our grasp as part of the NCR family. That will create more opportunity for everyone.

My niece got married on Saturday night. I listened as the minister challenged the newlyweds with the notion that marriage requires work, faith and supporting each other. We know that at Radiant— we have weathered many storms together and we always emerged stronger. As we prepare for our marriage to NCR, let’s create new dreams but also, let’s recognize that there is a lot of tough work in front of us to realize the fruits of this marriage.

And, I know there is some sadness too. I watched my brother-in-law cry as he “gave away his daughter”. I have had many tears in my moments alone the past few weeks and they seem to be getting more frequent as the reality of this gets closer. But, his tears were happy too, as are mine. I think about how much opportunity this will create for all of you and, please know, I will be watching and cheering proudly.

My commitment to you has always been to make Radiant stronger. I am absolutely confident that this combination uniquely positions us to accelerate our strategy and create greater opportunities for our people, our customers and our partners.

I know you will have many questions about this transaction and our commitment is to be open and transparent throughout the transition process. Tomorrow, Tuesday July 12, we will host a series of town hall meetings to share more about this merger and answer your questions. Look for more information on that separately.

Thank you all for the remarkable company you have created and for your enthusiasm and energy in helping to create an even more remarkable future.

Important Information about the Tender Offer

The Offer described herein has not yet commenced, and the information attached is neither an offer to purchase nor a solicitation of an offer to sell securities. At the time the Offer is commenced, NCR will cause Radiant Acquisition Corporation to file a tender offer statement on Schedule TO with the SEC. Investors and Radiant shareholders are strongly advised to read the tender offer statement (including an offer to purchase, letter of transmittal and related tender offer documents) and the related solicitation/recommendation statement on Schedule 14D-9 that will be filed by Radiant with the SEC, because they will contain important information. These documents will be available at no charge on the SEC’s website at www.sec.gov. A copy of the tender offer statement and the

solicitation/recommendation statement will be made available free of charge to all shareholders of Radiant Systems, Inc. at www.radiantsystems.com or by contacting Radiant Systems, Inc. at 3925 Brookside Parkway, Alpharetta, Georgia 30022, Attn: Investor Relations Director, (770) 576-6000.

Statement on Cautionary Factors

Except for the historical information presented herein, matters discussed herein may constitute forward-looking statements that are subject to certain risks and uncertainties that could cause actual results to differ materially from any future results, performance or achievements expressed or implied by such statements. Statements that are not historical facts, including statements preceded by, followed by, or that include the words “future”; “anticipate”; “potential”; “believe”; or similar statements are forward-looking statements. Risks and uncertainties include uncertainties as to the timing of the tender offer and merger; uncertainties as to how many of the Radiant shareholders will tender their stock in the offer; the risk that competing offers will be made; the possibility that various closing conditions for the transaction may not be satisfied or waived, including that a governmental entity may prohibit, delay or refuse to grant approval for the consummation of the transaction; the effects of disruption from the transaction making it more difficult to maintain relationships with employees, customers, business partners or governmental entities; as well as risks detailed from time to time in Radiant’s public disclosure filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2010, subsequent quarterly filings on Form 10-Q and the solicitation/recommendation statement to be filed in connection with the tender offer. The information contained herein is as of July 11, 2011. Radiant disclaims any intent or obligation to update any forward-looking statements as a result of developments occurring after the filing of this information or otherwise, except as expressly required by law. Copies of Radiant’s public disclosure filings are available from its investor relations department.

EX-99.9

Confidential and Proprietary Information of Radiant Systems, Inc.

NCR/Radiant Systems

Announcement

Exhibit 99.9

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Important Information about the Tender Offer

The tender offer described herein has not yet commenced, and this communication is neither an offer to purchase nor a solicitation of an offer to

sell securities. At the time the tender offer is commenced, NCR will cause Purchaser to file a tender offer statement on Schedule TO with the SEC.

Investors and Radiant Systems shareholders are strongly advised to read the tender offer statement (including an offer to purchase, letter of

transmittal and related tender offer documents) and the related solicitation/recommendation statement on Schedule 14D-9 that will be filed by

Radiant Systems with the SEC, because they will contain important information. These documents will be available at no charge on the SEC’s

website at www.sec.gov. A copy of the tender offer statement and the solicitation/recommendation statement will be made available free of charge

to all shareholders of Radiant Systems, Inc. at www.radiantsystems.com or by contacting Radiant Systems, Inc. at 3925 Brookside Parkway,

Alpharetta, Georgia 30022, Attn: Investor Relations Director, (770) 576-6000.

What is being announced?

•

NCR, the worlds leading self-service technology provider in

the financial, retail and travel industry is acquiring Radiant

for $1.2B, or $28/share

•

Radiant will remain intact as a fully functional business

within NCR

•

Andy Heyman will lead the Radiant segment reporting to

NCR’s CEO Bill Nuti.  Radiant’s business unit leadership

will remain in place reporting to Andy

page 2

Why NCR and Radiant?

page 3

Why NCR and Radiant?

Accelerating Growth

For our business, our people, our customers and partners

•

Radiant allows NCR to expand into the retail and hospitality

industries leveraging our comprehensive, industry focused

suite of solutions and expertise  

•

NCR allows Radiant to expand our business in the US and

internationally leveraging their strong brand and global

footprint

page 4

Who is NCR?

page 5

Business

Global technology company providing assisted and self-

service solutions & support to the retail, financial, travel,

healthcare, hospitality, entertainment and gaming industries

2010 Revenue

$4.8B

Employees

Approx 21,500

Products

Assisted and self-service solutions and support

Headquarters

Atlanta, GA

Global

Presence

Over 180 sales and support facilities worldwide

History

Founded in 1884

NCR History

NCR Today

Leading how the world connects,

interacts and transacts with

business.

vision

Provide our customers with the next

generation of productivity gains and

customer experience innovation

through our deep knowledge of the

changing global consumer and

technology.

mission

#1

in

banking

ATMs

for

23

consecutive

years

#1

in

retail

self-checkout

for

7

consecutive

years

#1

in

U.S.

hospital

patient

self-check

in

for

3

consecutive

years

#1

supplier

of

multivendor

ATM

middleware

applications

#1

in

retail

Services

hardware

maintenance

globally

#2

in

retail

point-of-sale

#2

DVD

kiosk

operator

in

the

U.S.

Five

of

the

top

six

U.S.

airlines

use

NCR

self-check-in

NCR

currently

holds

2,300

patents

globally

page 8

Leading how the world connects,

interacts and transacts with business

Core Values

NCR’s “shared values”

are very much aligned

with Radiant core values

PAGE 9

Teams of Winners

Respect and Honor

Customers for Life

Ideas to Action

Integrity

Respect & Teamwork

Customer Dedication

Performance and

Innovation

NCR “Shared”

Values

Radiant Core Values

Radiant Locations

page 10

Headquarters

Regional Office

Dallas

Prague

Singapore

Los Angeles

Memphis

Salzburg

Shanghai

Melbourne

Melbourne

Atlanta

London

Adelaide

Adelaide

NCR Key Offices

page 11

Radiant and NCR

Expanded Global Footprint

page 12

Innovative Solutions

Radiant & NCR Customers

page 14

Additional NCR Global Customers

PAGE 15

Confidential and Proprietary Information of Radiant Systems, Inc.

Questions

We’ll get you started

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What Does This Mean To Me?

Will there be layoffs as a result of

this merger?

17

What Does This Mean To Me?

Will my compensation and benefits

change?

18

What Does This Mean To Me?

Will my day-to-day responsibilities

change?

19

What Does This Mean To Me?

Will our office locations change?

20

What Does This Mean To Me?

Will the Radiant brand go away?

21

What Does This Mean To Me?

Will we still sell Radiant hardware? 

22

What Does This Mean To Me?

When is the merger effective? 

23

What Does This Mean To Me?

What other questions do you have? 

24

What should you do now?

•

Celebrate our success and prepare for even more

in the years to come!

•

Continue to focus on serving our customers

•

Don’t make assumptions –

address questions with

your  manager or another member of the

leadership team

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Thank You!

page 26

EX-99.10

Exhibit 99.10

[Partner/Customer/To Whom It May Concern]:

As you may have heard, NCR and Radiant announced today that NCR will be purchasing all outstanding shares of Radiant. Attached is a letter from John Heyman, Radiant’s CEO, outlining the deal. Please take a few moments to read John’s letter. We are very excited about this announcement as it is a strong validation of the value we have created together; it shows incredible support for our teams, our results and our strategy; and it provides an infrastructure that will enable Radiant to accelerate our global expansion.

I look forward to talking with you soon.

Sincerely,

[Signatory]

[Attach Heyman letter]

Important Information about the Tender Offer

The Offer described herein has not yet commenced, and the information attached is neither an offer to purchase nor a solicitation of an offer to sell securities. At the time the Offer is commenced, NCR will cause Radiant Acquisition Corporation to file a tender offer statement on Schedule TO with the SEC. Investors and Radiant shareholders are strongly advised to read the tender offer statement (including an offer to purchase, letter of transmittal and related tender offer documents) and the related solicitation/recommendation statement on Schedule 14D-9 that will be filed by Radiant with the SEC, because they will contain important information. These documents will be available at no charge on the SEC’s website at www.sec.gov. A copy of the tender offer statement and the solicitation/recommendation statement will be made available free of charge to all shareholders of Radiant Systems, Inc. at www.radiantsystems.com or by contacting Radiant Systems, Inc. at 3925 Brookside Parkway, Alpharetta, Georgia 30022, Attn: Investor Relations Director, (770) 576-6000.

Statement on Cautionary Factors

Except for the historical information presented herein, matters discussed herein may constitute forward-looking statements that are subject to certain risks and uncertainties that could cause actual results to differ materially from any future results, performance or achievements expressed or implied by such statements. Statements that are not historical facts, including statements preceded by, followed by, or that include the words “future”; “anticipate”; “potential”; “believe”; or similar statements are forward-looking statements. Risks and uncertainties include uncertainties as to the timing of the tender offer and merger; uncertainties as to how many of the Radiant shareholders will tender their stock in the offer; the risk that competing offers will be made; the possibility that various closing conditions for the transaction may not be satisfied or waived, including that a governmental entity may prohibit, delay or refuse to grant approval for the consummation of the transaction; the effects of disruption from the transaction making it more difficult to maintain relationships with employees, customers, business partners or governmental entities; as well as risks detailed from time to time in Radiant’s public disclosure filings

with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2010, subsequent quarterly filings on Form 10-Q and the solicitation/recommendation statement to be filed in connection with the tender offer. The information contained herein is as of July 11, 2011. Radiant disclaims any intent or obligation to update any forward-looking statements as a result of developments occurring after the filing of this information or otherwise, except as expressly required by law. Copies of Radiant’s public disclosure filings are available from its investor relations department.