Issuer: | Radisys Corporation (NASDAQ: RSYS) | |
Common stock offered by Radisys: | 5,700,000 shares of common stock. In addition, we have granted the underwriter a 30-day option to purchase up to 855,000 additional shares of common stock to cover over-allotments, if any. Unless we specifically state otherwise, all information in this issuer free writing prospectus assumes that the underwriter does not exercise this over-allotment option and that there are no exercises of outstanding options to purchase shares of common stock or conversion of outstanding 2015 convertible senior notes. | |
Shares of common stock to be outstanding immediately after the offering: | 34.9 million shares of common stock, based on 29.2 million shares of common stock outstanding as of December 31, 2013, which excludes as of that date: 3.5 million shares of common stock issuable upon exercise of outstanding options as of December 31, 2013 at a weighted average exercise price of $5.15 per share, of which 1.3 million were exercisable at December 31, 2013; 2.1 million shares of common stock issuable upon conversion of outstanding 4.50% convertible senior notes due 2015 (the “2015 convertible notes”); 335,000 shares of common stock issuable upon the time-based vesting of outstanding restricted stock units granted under our equity incentive plans with a weighted average grant date fair value of $4.73 per share; 796,000 shares of common stock issuable upon the performance-based vesting of outstanding LTIP and overlay awards granted under our equity incentive plans with a weighted average grant date fair value of $5.00 per share; and 482,613 shares of common stock reserved for future issuance under our equity plans. | |
Public offering price: | $3.40 per share; $19,380,000 total | |
Underwriting discounts and commissions: | $0.204 per share; $1,162,800 total | |
Net proceeds to Radisys: | Approximately $17,917,200, after deducting underwriting discounts and commissions and estimated offering expenses payable by us. | |
Pricing date: | March 20, 2014 | |
Closing date: | March 25, 2014 | |
Book-running manager: | Needham & Company, LLC | |
Co-manager: | D.A. Davidson & Co. |