-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RZMuSQMIdWDa2gOZbpiHswEqOpfDEGuBHr6DNlKy4f9zPbQ5IF10e0uPsKOOxD7y VHf1j2upxf+6BHHOiU4JmQ== /in/edgar/work/20000911/0000912057-00-040672/0000912057-00-040672.txt : 20000922 0000912057-00-040672.hdr.sgml : 20000922 ACCESSION NUMBER: 0000912057-00-040672 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000907 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000911 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RADISYS CORP CENTRAL INDEX KEY: 0000873044 STANDARD INDUSTRIAL CLASSIFICATION: [7373 ] IRS NUMBER: 930945232 STATE OF INCORPORATION: OR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-26844 FILM NUMBER: 719765 BUSINESS ADDRESS: STREET 1: 5445 NE DAWSON CREEK DR CITY: HILLSBORO STATE: OR ZIP: 97124 BUSINESS PHONE: 5036461800 8-K 1 a2025282z8-k.txt 8-K 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 event reported) SEPTEMBER 7, 2000 RADISYS CORPORATION STATE OF OREGON 0-26844 93-0945232 - -------------------------------------------------------------------------------- (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No.) Identification No.) 5445 NE DAWSON CREEK DRIVE, HILLSBORO, OR 97124 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (503) 615-1100 -------------------------------------------------- (Registrant's telephone number, including area code) NO CHANGE -------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) ITEM 5. OTHER EVENTS On September 7, 2000 RadiSys Corporation (the "Company") announced that it privately placed $20 million aggregate principal amount of convertible subordinated notes pursuant to the exercise of an over-allotment option granted to the initial purchasers of $100 million aggregate principal amount of the notes. The Company's press release announcing the offering is attached hereto as Exhibit 99.1. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) EXHIBITS. 99.1 Press release dated September 7, 2000. 2 SIGNATURE 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. Dated: September 7, 2000. RADISYS CORPORATION By: STEPHEN F. LOUGHLIN ------------------------------------- Stephen F. Loughlin Vice President of Finance and Administration and Chief Financial Officer 3 EXHIBIT INDEX EXHIBIT DESCRIPTION 99.1 Press release dated September 7, 2000. EX-99.1 2 a2025282zex-99_1.txt EXHIBIT 99.1 EXHIBIT 99.1 RadiSys Sells Additional $20 Million of 5.5% Convertible Subordinated Notes HILLSBORO, Ore.--(BUSINESS WIRE)--Sept. 7, 2000--RadiSys Corporation (Nasdaq:RSYS) announced the sale today of $20 million aggregate principal amount of 5.5% convertible subordinated notes due 2007. The notes were sold pursuant to the exercise of an over-allotment option granted to the initial purchasers of $100 million aggregate principal amount of the notes, the sale of which closed on Aug. 9, 2000. The notes are unsecured obligations, convertible into RadiSys Common Stock at a conversion price of $67.8038 per share and subordinated to all present and future senior indebtedness of RadiSys. The Company may use these proceeds for future acquisitions and also expects to use these proceeds to repay debt and for general corporate purposes. This announcement is neither an offer to sell nor a solicitation of an offer to buy any of these securities. The securities have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or any state securities laws, and unless so registered may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state laws. RadiSys (Nasdaq:RSYS) designs and manufactures building blocks for next-generation Internet, communications, industrial automation and medical equipment. As a leading independent provider to OEMs, RadiSys delivers a time-to-market advantage in a "virtual division" relationship with its customers. The building blocks include Intel-based embedded computers, DSP modules and algorithms, network interfaces and protocols, systems platforms, embedded software, systems engineering and integration services. RadiSys' highly differentiated position in the market is a result of its focus on Intel-based technology, having the broadest array of building blocks, having a "perfect fit" product development strategy and using its intellectual property to design customer subsystems. RadiSys is a registered trademark. All other products are trademarks or registered trademarks of their respective companies. CONTACT: RadiSys Corporation Brian Bronson, 503/615-1281 brian.bronson@radisys.com -----END PRIVACY-ENHANCED MESSAGE-----