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Radisys Corp. (delisted)

Radisys Corp. (delisted) (RSYS)

1.72
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(0.00%)
At close: March 28 04:00PM
1.72
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Current Price
1.72
Bid
1.71
Ask
1.72
Volume
-
0.00 Day's Range 0.00
0.00 52 Week Range 0.00
Previous Close
1.72
Open
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VWAP
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RSYS Latest News

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PeriodChangeChange %OpenHighLowAvg. Daily VolVWAP
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120000000CS
260000000CS
520000000CS
1560000000CS
2600000000CS

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RSYS Discussion

View Posts
Mr B Mr B 5 years ago
Dec 7 is the closing date for share holders. Hope you didn't wait....
👍️0
Mr B Mr B 5 years ago
Closing the deal on 12/31/18 from what I am getting from research.
👍️0
Mr B Mr B 5 years ago
RSYS 18 cent upside from here. That's worth a dabble. 5G is hot and if they don't buy this someone else will. Earnings out any day. Hopefully they'll close right after. Due in the 4th quarter and it's the 4th quarter. Licking my chops at this one...
👍️0
Mr B Mr B 6 years ago
Radisys and NI Collaborate on End-to-End 5G Platform
8:00 am ET September 13, 2018 (BusinessWire) Print
Radisys(R) Corporation (NASDAQ: RSYS), a global leader of open telecom solutions, and NI (Nasdaq: NATI), the provider of a software-defined platform that helps accelerate the development and performance of automated test and automated measurement systems, today announced the joint delivery of an end-to-end 5G platform that enables mobile operators and chipset manufacturers to validate and begin monetizing their 5G solutions now. The solution integrates Radisys' 5G protocol stack with NI's test equipment with 5G PHY and New Radio (NR) that connects over the air in millimeter and sub-6 GHz radio bands. It allows customers to simulate any 5G environment to test their products and accelerate their time to market.

Highlights

-- 5G with its high performance and ultra-low latency capabilities is enabling innovative new use cases for multiple industries and applications. While mobile operators, chip manufacturers, and test & measurement vendors are developing 5G products, they need to be able to test their solutions in real-world scenarios to ensure the performance of their networks and devices.

-- Radisys' first-to-market 5G Software Suite protocol stack supports L2 and above, delivering a complete 5G source code that can be leveraged by 5G User Equipment, Next Generation NodeB (gNB) radio/base stations, and the 5G Core Network. NI's software-defined radios and modular hardware provide the wireless connection in millimeter wave and sub-6 GHz spectrum. The integrated solution can be used to simulate any 5G environment from automotive to handheld devices.

-- The integrated solution is currently being used by a tier-one North American wireless company to develop a 5G NR NSA UE.

"Mobile operators, OEMs, and chipset vendors are eager to move forward with 5G and begin monetizing their solutions today, but they need to be able to validate their solutions before commercial deployments," said Neeraj Patel, vice-president and general manager, Software and Services, Radisys. "We've partnered with NI to be able to offer a market-ready platform to drive 5G use cases forward, and allow our customers to do all of the testing they need, in any scenario they need. Radisys' complete 5G source code is the engine that will drive these use cases, while NI's test equipment allows our customers to connect over the air in millimeter wave and sub-6GHz frequencies to support both fixed wireless access and mobile access use cases."

"Radisys is the leader in delivering complete 5G NR software stacks that can be used for multiple applications," said James Kimery, director of wireless research, NI. "By collaborating with Radisys to build and market this end-to-end 5G platform, we will be able to grow our customer base globally and usher in the 5G era."

For more information on the integrated end-to-end 5G platform, contact Radisys at sales@radisys.com. For more information on how NI is collaborating with industry and academia to define and deploy 5G, visit ni.com/5g.

About Radisys

Radisys, a global leader in open telecom solutions, enables service providers to drive disruption with new open architecture business models. Radisys' innovative disaggregated and virtualized enabling technology solutions leverage open reference architectures and standards, combined with open software and hardware to power business transformation for the telecom industry, while its world-class services organization delivers systems integration expertise necessary to solve communications and content providers' complex deployment challenges. For more information, visit www.Radisys.com.

About NI

For more than 40 years, NI has developed high-performance automated test and automated measurement systems to help you solve your engineering challenges now and into the future. Our open, software-defined platform uses modular hardware and an expansive ecosystem to help you turn powerful possibilities into real solutions.

Radisys(R) is a registered trademark of Radisys. All other trademarks are the property of their respective owners.

http://cts.businesswire.com/ct/CT?id=bwnews&sty=20180913005306r1&sid=cmtx6&distro=nx&lang=en

View source version on businesswire.com: https://www.businesswire.com/news/home/20180913005306/en/

SOURCE: Radisys">
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Mr B Mr B 6 years ago
Radisys Introduces Multi-Access Edge Computing Software Platform
8:00 am ET September 12, 2018 (BusinessWire) Print
Radisys(R) Corporation (NASDAQ: RSYS), a global leader of open telecom solutions, today announced its Edge Computing Software Platform. The new platform provides an access-agnostic, ETSI standards-compliant Mobile Edge Platform with a building-block framework and open APIs to enable disruptive edge applications. It is based on Intel(R) Xeon(R) processor-based platforms and leverages Intel's Network Edge Virtualization (NEV) SDK targeted at MEC applications and services. Radisys' platform can be used with multiple access technologies, enabling service providers to leverage a common edge computing platform for both their wireless and wireline solutions, and to break vendor lock-in from proprietary edge computing solutions.

News Highlights

-- Service providers are seeking to deploy edge computing in their networks to support multiple 5G, smart enterprise and IoT use applications that require ultra-low latency, such as connected car and industrial automation, or localized content, such as video surveillance and location services.

-- By moving processing to the network edge, service providers can also reduce backhaul costs, deliver a better end-user experience, and leverage real-time network analytics to make more informed decisions to manage their networks.

-- Current proprietary edge computing platforms lock service providers into a single vendor and access technology, typically requiring expensive purpose-built hardware.

-- Radisys' Edge Computing Software Platform is based on off-the-shelf general purpose processors and platforms and is compliant with industry-standards around ETSI MEC. By utilizing open best-of-breed software components from a multi-vendor ecosystem and a disaggregated architecture, the Radisys edge computing platform enables service providers to break vendor lock-in and reduce cost of deployment.

-- The platform design is completely agnostic to the access technology, so service providers, enterprise or venue owners can deploy edge computing for both wireline and broadband wireless access, including Wi-Fi, with a complete end-to-end solution.

-- The enabling solution is application-ready, providing all the elements pre-configured for application VNFs to be initiated, orchestrated, programmed and serviced as needed.

-- The software platform hosts a P4 based data plane to enable user plane functionalities, such as the User Plane Function (UPF) at the edge delivering lower latencies.

-- As a founding member of the Akraino Edge Stack project for edge computing applications, Radisys is committed to enabling open solutions for multiple 5G, enterprise and IoT use cases.

"With multi-access edge computing, service providers can innovate and differentiate their service offerings faster than ever and improve the user experience as they look to grow their revenues, while taking advantage of significant CapEx and OpEx savings associated with reduced backhaul," said Neeraj Patel, vice president and general manager, Software & Services, Radisys. "We have designed our open Edge Computing Software Platform on the philosophies of open, standard centric, access agnostic, and disaggregation - enabling our customers to build networks of their choice. Various deployment topologies for the edge, definitions range from far edge to near edge and everything in between, can be targeted with Radisys' edge computing solution. We are also proud to be founding members of the Akraino Project and plan to collaborate with the Akraino community to help enable the ecosystem for open source edge solutions."

"We share a common vision with Radisys of enabling service providers around the world to deploy the next generation of networks supporting 5G and IoT," said Caroline Chan, vice president and general manager, 5G infrastructure division, Data Center Group, Intel. "By utilizing Intel's Network Edge Virtualization (NEV) and Intel Xeon processor-based platforms for its Edge Computing Software Framework, Radisys is enabling network transformation at the edge, and contributing to a strong ecosystem offering innovative solutions that will accelerate the advent of 5G."

"It is great to see Radisys, a founding member of Akraino Edge Stack, release a MEC-based solution that integrates both open APIs and open standards," said Arpit Joshipura, general manager, Networking and Orchestration, The Linux Foundation. "Radisys brings significant expertise in delivering commercially-deployable open solutions, and projects like Akraino - which enables edge computing applications for use cases across telco, enterprise and industrial IOT - play a critical role in the deployment these products."

For more information, contact sales@radisys.com.

See Radisys' MEC Demonstration at MWC Americas

Radisys will demonstrate breakthroughs in MEC and media analytics with AI inference in the ONF Partner Showcase Booth S.2356 at MWC Americas, taking place September 12-14 in Los Angeles. To see the demo, or to meet with Radisys' edge architecture and open telecom solution experts, contact open@Radisys.com.

About Radisys

Radisys, a global leader in open telecom solutions, enables service providers to drive disruption with new open architecture business models. Radisys' innovative disaggregated and virtualized enabling technology solutions leverage open reference architectures and standards, combined with open software and hardware to power business transformation for the telecom industry, while its world-class services organization delivers systems integration expertise necessary to solve communications and content providers' complex deployment challenges. For more information, visit www.Radisys.com.

Radisys(R) is a registered trademark of Radisys. All other trademarks are the property of their respective owners.

http://cts.businesswire.com/ct/CT?id=bwnews&sty=20180912005242r1&sid=cmtx6&distro=nx&lang=en

View source version on businesswire.com: https://www.businesswire.com/news/home/20180912005242/en/

SOURCE: Radisys Corporation">
👍️0
Mr B Mr B 6 years ago
PHAZR Selects Radisys' Industry-First 5G gNB Software to Power Its Cloud-Native Virtualized RAN Solution

8:00 am ET September 10, 2018 (BusinessWire) Print


Radisys(R) Corporation (NASDAQ: RSYS), a global leader of open telecom solutions, today announced that it has partnered with virtualized radio access network (vRAN) provider PHAZR to bring disruptive 5G technology solutions to service providers. By integrating Radisys' MobilityEngine(TM) Next Generation NodeB (gNB) software within PHAZR's highly advanced RABACK(R) mobile access platform, PHAZR is enabling its Tier 1 customers to accelerate the rollout of 5G NR services.

Highlights

-- Service providers globally are looking to accelerate deployment of 5G solutions. PHAZR's advanced 5G portfolio is being trialed today by three of the four major U.S. mobile operators with commercial solutions targeted for early 2019. Radisys' gNB software provides key capabilities to enable PHAZR to successfully complete the 5G New Radio trials already underway.

-- The gNB software is compliant with 3GPP Release 15, providing support for millimeter wave and sub-6 GHz frequencies that pairs well with PHAZR's Quadplex(R) technology.

-- PHAZR is also leveraging Radisys' 4G vRAN / Evolved Packet Core (EPC) for Non-Standalone (NSA) and 5G Next Generation Core (NGC) for Standalone (SA) solutions.

"We are pleased to have selected Radisys for its industry-leading 5G gNB and vRAN protocol solutions," said Farooq Khan, CEO, PHAZR. "PHAZR is one of the select vRAN providers chosen for early 5G trials and deployments by major mobile operators in the U.S. and in Europe. We wanted to partner with a protocol stack provider that is nimble in rolling out new standards-based features, as well as provide maturity and stability in its underlying engine. Radisys has helped augment PHAZR's 5G solution that leverages ground-breaking capabilities such as Quadplex(R), Cliff Computing(TM) and HyperSON(R) for large-scale vRAN deployments."

"PHAZR is at the cutting-edge of 5G millimeter wave and vRAN solutions and we welcome the selection of Radisys' 5G portfolio for both non-standalone mode and standalone mode in millimeter wave and sub-6 GHz spectrum," said Neeraj Patel, vice president and general manager, Software and Services, Radisys. "We offer the industry's first 5G enabling technology solutions so that our customers such as PHAZR can go to market faster with an all-inclusive advanced-featured 5G offering as they trial their solutions at tier-one operators, globally. PHAZR's ongoing engagements with tier-one service providers in the U.S. and abroad is yet another example of how Radisys continues to work with its ecosystem of customers to be at the forefront of 5G adoption."

Resources

-- MobilityEngine Datasheet

About Radisys

Radisys, a global leader in open telecom solutions, enables service providers to drive disruption with new open architecture business models. Radisys' innovative disaggregated and virtualized enabling technology solutions leverage open reference architectures and standards, combined with open software and hardware to power business transformation for the telecom industry, while its world-class services organization delivers systems integration expertise necessary to solve communications and content providers' complex deployment challenges. For more information, visit www.Radisys.com.

About PHAZR

PHAZR is a US-based virtualized radio access network (vRAN) provider offering the industry's broadest portfolio of 5G Millimeter wave systems for the licensed-bands in the 24-40GHz frequency range. For more information, visit http://phazr.net/.

Radisys(R) is a registered trademark of Radisys. All other trademarks are the property of their respective owners.

http://cts.businesswire.com/ct/CT?id=bwnews&sty=20180910005150r1&sid=cmtx6&distro=nx&lang=en

View source version on businesswire.com: https://www.businesswire.com/news/home/20180910005150/en/

SOURCE: Radisys Corporation">



Earnings Calendar and Events Data provided by |Terms of Use| © 2018 Wall Street Horizon, Inc.


Market data and information provided by Morningstar.
👍️0
Mr B Mr B 6 years ago
Radisys Shareholders Approve Proposals Related to Planned Acquisition by Reliance Industries
4:05 pm ET September 5, 2018 (BusinessWire) Print
Radisys Corporation (NASDAQ: RSYS), a global leader of open telecom solutions, today announced that its shareholders have voted to approve proposals related to the previously announced merger agreement under which Radisys will be acquired by Reliance Industries, with over 97% of shares that voted being in favor of the merger.

The transaction is expected to close in the fourth quarter of 2018, subject to the satisfaction or waiver of customary closing conditions, including regulatory approvals. Upon the completion of the proposed transaction, Radisys shareholders will be entitled to receive $1.72 in cash per share, subject to the terms of the definitive merger agreement, and Radisys' common stock will no longer be publicly traded and will be delisted from the NASDAQ Global Select Market.

About Radisys

Radisys (NASDAQ: RSYS), a global leader in open telecom solutions, enables service providers to drive disruption with new open architecture business models. Radisys' innovative disaggregated and virtualized enabling technology solutions leverage open reference architectures and standards, combined with open software and hardware to power business transformation for the telecom industry, while its world-class services organization delivers systems integration expertise necessary to solve communications and content providers' complex deployment challenges. For more information, visit www.Radisys.com.

http://cts.businesswire.com/ct/CT?id=bwnews&sty=20180905005734r1&sid=cmtx6&distro=nx&lang=en

View source version on businesswire.com: https://www.businesswire.com/news/home/20180905005734/en/

SOURCE: Radisys Corporation
👍️0
Mr B Mr B 6 years ago
Purchase at $1.72
Currently at $1.57
Still think you can make a little coin in RSYS when they finalize the purchase.

https://www.streetinsider.com/Management+Comments/Radisys+Corp+%28RSYS%29+Agrees+to+Merge+with+Reliance+Industries+Ltd./14362340.html

Proxy to approve the merger was sent to shareholders last week.


great supporting article...
https://seekingalpha.com/article/4199139-radisys-merger-arbitrage-15-percent-spread
👍️0
Mr B Mr B 6 years ago
UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549





SCHEDULE 14A

(RULE 14a-101)

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )





Filed by the Registrant ? Filed by a Party other than the Registrant ?

Check the appropriate box:



? Preliminary Proxy Statement
? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
? Definitive Proxy Statement
? Definitive Additional Materials
? Soliciting Material Pursuant to §240.14a-12
RADISYS CORPORATION

(Name of Registrant as Specified In Its Charter)

N/A

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

? No fee required.
? Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
(1)
Title of each class of securities to which transaction applies:





(2)
Aggregate number of securities to which transaction applies:





(3)
Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined):





(4)
Proposed maximum aggregate value of transaction:





(5)
Total fee paid:





? Fee paid previously with preliminary materials.
? Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
(1)
Amount Previously Paid:





(2)
Form, Schedule or Registration Statement No.:





(3)
Filing Party:





(4)
Date Filed:











RADISYS CORPORATION

Notice to Radisys Corporation Employee Holders of Shares and Equity Awards

As you know, on June 29, 2018, Radisys Corporation (“Radisys”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) that provides for the acquisition of Radisys by Reliance Industries Limited (“Reliance”). Under the terms of the Merger Agreement, at the consummation of the merger (the “Effective Time”), a subsidiary of Reliance will merge with Radisys, with Radisys surviving as a wholly owned subsidiary of Reliance (the “Merger”).

You are receiving this notice because you are a current or former employee of Radisys (or one of its subsidiaries) and you hold shares of Radisys common stock (“Shares”), options to purchase Shares (“Company Stock Options”), restricted stock unit awards subject to a time-based vesting requirement (including performance-based restricted stock unit awards for which the performance-based vesting conditions have been satisfied, but which remain subject to time-based vesting conditions immediately prior to the Effective Time, and performance-based restricted stock unit awards that will convert to time-based restricted stock unit awards as a result of the Merger pursuant to the terms of your award agreement) (“Company TBRSUs”), and/or restricted stock unit awards that are not Company TBRSUs (“Company PBRSUs”).

We would like to inform you about how your Shares, Company Stock Options, Company TBRSUs, and/or Company PBRSUs will be treated in connection with the Merger.

Please note that the following questions and answers are intended for your general information only and are qualified by the exact language of the Merger Agreement, the related materials filed with the Securities and Exchange Commission and the terms of your equity awards and the related plan documents.

In addition, the summaries of U.S. federal tax consequences provided herein do not constitute tax advice. The actual tax consequences of the Merger to you with respect to your Shares, Company Stock Options, Company TBRSUs, and/or Company PBRSUs are complex and will depend upon your specific situation. You should consult your personal tax advisor as to the specific tax consequences to you of the Merger in light of your particular circumstances, including the applicability and effect of any federal, state, local, foreign or other tax laws. Furthermore, the summaries of tax consequences provided herein include summaries of federal income and employment taxes only, and are based upon federal income and employment tax laws, and judicial and administrative guidance, each as in effect as of the date hereof. Such authorities are subject to change, possibly on a retroactive basis. Unless otherwise stated, the summaries apply only to individual U.S. citizens or residents who hold their Shares as a capital asset for investment purposes and/or who received their Company Stock Options, Company TBRSUs, and/or Company PBRSUs in their capacity as employees of Radisys (or one of its subsidiaries). This summary does not apply to any person who holds Shares in a retirement account, nor does it apply to any person who has been employed in any country other than the U.S. You are encouraged to consult with your personal tax advisor regarding the specific tax implications to you resulting from the Merger.



1 of 8

Owners of Shares.

The following discusses the treatment of Shares.



Q1:
What will I receive in exchange for my Shares pursuant to the Merger?



A1:
Generally, each Radisys Share issued and outstanding will be cancelled as of the Effective Time and automatically converted into the right to receive $1.72 in cash, without interest, (the “Merger Consideration”), less any applicable withholding taxes.



Q2:
Will I recognize gain or loss with respect to my Shares for U.S. federal income tax purposes by reason of the Merger?



A2:
The conversion of your Shares into cash pursuant to the Merger will be a taxable transaction for U.S. federal income tax purposes. Therefore, a Radisys shareholder receiving the Merger Consideration generally will recognize gain or loss for U.S. federal income tax purposes in an amount equal to the difference, if any, between the amount of the Merger Consideration and the Holder’s basis in the Shares.

Your basis in your Shares depends on how you acquired the Shares. For instance, if you received your Shares upon vesting of a Company PBRSU or a Company TBRSU, your basis should equal the amount of income you were required to recognize as a result of the settlement of the Company PBRSU or Company TBRSU, which is generally the fair market value of the Shares on the date of the settlement. If you received your Shares upon the exercise of a Company Stock Option (other than pursuant to the employee stock purchase plan), your basis generally should equal the fair market value of the Shares at the time of your exercise of the Company Stock Option. Your basis in Shares acquired pursuant to the employee stock purchase plan should equal the price paid for those Shares under the plan, and will be adjusted by any ordinary income recognized on disposition of the Shares, as described below.

Examples

The examples provided in this Notice are for illustrative purposes only. The prices for Shares of Radisys common stock are hypothetical. You should consult with your tax advisor to determine the U.S. federal income tax consequences, as well as any other U.S., state, local and non-U.S. tax consequences, of the Merger to you based upon your individual tax circumstances.

Example 1:

On August 3, 2017, Holder acquired 100 Shares of Radisys common stock in the market at a price of $1.52 per share. Holder’s aggregate basis in the Shares is equal to $152, the price paid for the Shares.



2 of 8

In the Merger, with respect to its 100 Shares of Radisys common stock, Holder is entitled to the following consideration:



# of
Shares Per Share Merger
Consideration Total
Merger Consideration

100 $ 1.72 $ 172


Holder recognizes gain in an amount equal to:




$172 Merger Consideration - $152 basis

$ 20
i.e., $20 taxable gain.



Q3:
Are the income tax consequences different if I own multiple blocks of Radisys common stock?



A3:
The amount of gain or loss (and whether the gain is short-term or long-term and the holding period) is computed separately for each block of Radisys common stock that you own. For this purpose, a block consists of a number of Shares that you acquire at the same time for the same price (if applicable). If you own different blocks of Shares, a loss realized on one block may not be used to offset a gain recognized on another block.



Q4:
Is the gain long-term capital gain?



A4:
In general, any recognized gain for each block of Shares will be long-term capital gain if, as of the Effective Time of the Merger, your holding period with respect to such block of Shares exceeded one year.



Q5:
How will the income treatment described in Q2 above differ if I acquired my Shares through Radisys’s 1996 Employee Stock Purchase Plan, as amended (the “ESPP”)?



A5:
If you acquired your Shares through the ESPP, the U.S. federal income tax consequences of the Merger with respect to the Radisys Shares you acquired through the ESPP is complex. You are strongly urged to consult your personal tax advisor regarding the specific tax consequences to you of the Merger in light of your particular circumstances.

Like any other holder of Shares, you will automatically receive the Merger Consideration for each Radisys Share that is in your ESPP account at the Effective Time of the Merger. However, all or a portion of the Merger Consideration you receive may be treated as ordinary income for U.S. federal income tax purposes.

The ESPP is intended to be a tax-qualified plan under Section 423 of the U.S. Internal Revenue Code (the “Code”). Under Code Section 423, U.S. federal taxation does not apply when you purchase Shares under the ESPP and instead applies when you sell or otherwise dispose of the Shares acquired at purchase. Your receipt of the Merger Consideration in exchange for the Radisys Shares in your ESPP account is treated as a “disposal” of your Shares for this purpose.

The tax consequences of the disposal of the Shares will depend upon whether it is treated as (i) a “qualifying disposition” (i.e., you have held the Shares for more than two years from the original offering date and more than one year from the purchase date), or (ii) a “disqualifying disposition” (i.e., you have held the Shares for two years or less from the original offering date or one year or less from the purchase date).



3 of 8

Payment of the Merger Consideration was a Qualifying Disposition

If the payment of the Merger Consideration is a qualifying disposition, you will recognize:




Ordinary income at the time of the disposal to the extent of the lesser of (i) the difference, if any, between the fair market value of the Radisys Shares on the offering date and the purchase price, where the price is calculated as if the discount were off of the fair market value of the Shares on the offering date (i.e., 15% of the fair market value of the Shares on the offering date) and (ii) the difference, if any, between the Merger Consideration and the purchase price, and




Long-term capital gain (or loss) on any difference between the sale price and the sum of your basis in the Shares and any ordinary income recognized on the disposition.

Example 2:

On February 16, 2016, Holder was granted a right to purchase up to 100 Shares of Radisys common stock through the ESPP at the lower of 85% of the stock’s fair market value on the offering date (February 16, 2016) and the purchase date. On January 4, 2017, Holder purchased 100 Shares. Assuming the fair market value of Radisys’s common stock was $2.60 on February 16, 2016 and $4.30 on January 4, 2017, the purchase price of each Share was $2.21 per Share (85% of $2.60). Holder’s aggregate basis in the ESPP Shares is equal to $221, the price paid for the Shares.

In the Merger, with respect to its 100 Shares of Radisys common stock, Holder is entitled to $172 in Merger Consideration (100 x $1.72). With respect to the receipt of the Merger Consideration, Holder would generally recognize:




$0 ordinary income

Lesser of:



i.
$260 (fair market value of ESPP Shares at the time of grant) - $221 (purchase price, based on 85% of the value at grant); and



ii.
the Merger Consideration - the purchase price ($172 - $221).




$49 long-term capital loss

Merger Consideration - (basis + ordinary income)

$172 - ($221 + $0)

Payment of the Merger Consideration was a Disqualifying Disposition

If the payment of the Merger Consideration is a disqualifying disposition (your disposal occurs within two years of the original offering date of the Radisys Shares or within one year of the purchase date), you would recognize:




Ordinary income at the time of the disposal equal to the difference between the purchase price and the fair market value of the Radisys Shares on purchase, regardless of the price received for the Shares.

Short-term or long-term capital gain (or loss) on the difference between the Merger Consideration and the sum of your basis in the Shares and any ordinary income recognized on the disposition.



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Example 3:

On February 15, 2017, Holder was granted a right to purchase up to 100 Shares through the ESPP at the lower of 85% of the stock’s fair market value on the offering date (February 15, 2017) and the purchase date. On June 30, 2017, Holder purchased 100 Shares. Assuming the fair market value of Radisys’s common stock was $4.00 on February 15, 2017 and $3.80 on June 30, 2017, the purchase price of each share was determined to be $3.23 per share (85% of $3.80). Holder’s aggregate basis in the ESPP Shares is equal to $323, the price paid for the Shares.

In the Merger, with respect to its 100 Shares of Radisys common stock, Holder is entitled to $172 in Merger Consideration (100 x $1.72). With respect to the receipt of the Merger Consideration, Holder would generally recognize:




$57 ordinary income

Fair market value of the Radisys Shares on purchase - Purchase price

$380 - $323




$208 long-term capital loss

Merger Consideration - (basis + ordinary income)

$172 - ($323 + $57)

ESPP Withholding



Q6:
Is the Merger Consideration I receive on disposition of Shares acquired pursuant to the ESPP subject to tax withholding?



A6:
Regardless of whether your receipt of the Merger Consideration results in a qualifying disposition or a disqualifying disposition of Shares acquired under the ESPP, there are no withholding obligations on the part of Radisys, Reliance or your employer with respect to the Merger Consideration.

While no tax withholding is required, Radisys will report the amount of ordinary income on your Form W-2 for the year in which the Merger occurs. You should review the Form W-2 provided to you to determine what amounts, if any, have been reported as ordinary income from the disposal of the Shares. You must report any ordinary income (not otherwise reported) or capital gain or loss resulting from the disposal of the Radisys Shares and pay any applicable taxes. You should not rely solely on the information contained on your Form W-2 with regard to your tax obligations as your employer may not have sufficient information to report your income from the disposal of the Shares.

Holders of Company Stock Options, Company TBRSUs, and Company PBRSUS

The following discusses the treatment of Company Stock Options, Company TBRSUs, and Company PBRSUs. At a later time, Radisys will provide you with a statement showing the calculation of the cash payment that you will receive for your Company Stock Options, Company TBRSUs, and Company PBRSUs.



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Q7:
What will happen to my vested and unvested Company Stock Options pursuant to the Merger?



A7:
Company Stock Options that are outstanding (vested and unvested) immediately prior to the Effective Time of the Merger will become fully vested (to the extent they are unvested) and be cancelled in exchange for the right to receive a lump sum cash payment (the “Option Cash Out Amount”) equal to the product of the following (without interest and prior to applicable tax withholding) (i) the number of Shares subject to your Company Stock Option, and (ii) the amount, if any, by which the Merger Consideration exceeds the exercise price of your Company Stock Option.

Each Company Stock Option that has an exercise price per Share that is greater than or equal to the Merger Consideration, whether or not exercisable or vested, will be cancelled, and the Holder of such Company Stock Option will not be entitled to receive any payment in exchange for such cancellation.

Under the terms of the Merger Agreement and the Radisys Corporation Amended and Restated 2007 Stock Plan, as amended, during the thirty-day period prior to the Effective Time, you have the right to exercise your Company Stock Options (vested and unvested) with such exercise being effective immediately before the Effective Time and contingent upon the consummation of the Merger. Regardless of whether or not you exercise this right, if the Merger is consummated, you will receive the Option Cash Out Amount (less applicable tax withholding); no action on your part is necessary to ensure that you will receive the Option Cash Out Amount upon consummation of the Merger.

Example 4:

On January 2, 2018, Holder was granted options to purchase 100 Shares at a price of $1.50 per Share.

In the Merger, Holder is entitled to the following Option Cash Out Amount:



# of
Shares Per Share Merger
Consideration Total
Merger Consideration

100 $ 1.72 $ 172
Exercise Price

100 $ 1.50 $ 150
Option Cash Out Amount

$
22, less tax
withholding



Q8:
What will happen to my outstanding Company TBRSUs?



A8:
Each of your Company TBRSUs that is outstanding immediately prior to the Effective Time will become fully vested and be cancelled in exchange for the right to receive a lump-sum cash payment (without interest and prior to applicable tax withholding) equal to the product of (i) the number of Shares subject to such Company TBRSU multiplied by (ii) the Merger Consideration (the “Company TBRSU Cash Out Amount”).

Example 5:

On January 1, 2018, Holder was granted 100 Company TBRSUs which were not vested as of the date of the Merger. Holder’s Company TBRSU Cash Out Amount will be $172 (100 x $1.72), less tax withholding.



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Q9:
What will happen to my outstanding Company PBRSUs?



A9:
Each of your Company PBRSUs for which the performance conditions have been satisfied as of immediately prior to the Effective Time will be cancelled in exchange for the right to receive a lump-sum cash payment (without interest and prior to applicable tax withholding) equal to the product of (i) the number of Shares subject to such Company PBRSU multiplied by (ii) the Merger Consideration (the “Vested Company PBRSU Cash Out Amount”).

Each of your Company PBRSUs for which the performance conditions have not been satisfied as of immediately prior to the Effective Time will remain outstanding after the Merger and will be converted into the right to receive a lump-sum cash payment (without interest and prior to applicable tax withholding) equal to the product of (i) the number of Shares subject to such Company PBRSU when, as, and if vesting of such Company PBRSU occurs pursuant to the terms of the applicable award agreement multiplied by (ii) the Merger Consideration (the “Unvested Company PBRSU Cash Out Amount”).

Example 6:

On January 1, 2018, Holder was granted 100 Company PBRSUs for which the performance conditions had been satisfied as of the date of the Merger. Holder’s Vested Company PBRSU Cash Out Amount will be $172 (100 x $1.72), less tax withholding.

On January 1, 2018, Holder was granted 100 Company PBRSUs for which the performance conditions had not been satisfied as of the date of the Merger. Holder’s unvested Company PBRSUs will remain outstanding. If the vesting conditions of the Company PBRSU are subsequently met, Holder’s Unvested Company PBRSU Cash Out Amount will be $172 (100 x $1.72), less tax withholding.



Q10:
What are the U.S. federal tax consequences of the cash out of my Company Stock Options (vested and unvested), Company TBRSUs, and Company PBRSUs pursuant to the Merger?



A10:
In general, you will recognize ordinary income in the amount of your Option Cash Out Amount, Company TBRSU Cash Out Amount, Vested Company PBRSU Cash Out Amount, and Unvested Company PBRSU Cash Out Amount. Any amount recognized as ordinary income wages will be subject to withholding for income and employment taxes.

Company Stock Option, Company TBRSU, and Company PBRSU Withholding



Q11:
If the consideration to which I am entitled to pursuant to the Merger is subject to withholding for taxes, how will such withholding be effected?



A11:
In general, with respect to withholding on your Option Cash Out Amount, Company TBRSU Cash Out Amount, Vested Company PBRSU Cash Out Amount, and Unvested Company PBRSU Cash Out Amount, such withholding will be made by Radisys from the Option Cash Out Amount, Company TBRSU Cash Out Amount, Vested Company PBRSU Cash Out Amount, and Unvested Company PBRSU Cash Out Amount, as applicable, prior to the payment of such amounts by Radisys in the normal payroll process.

Any amount withheld (and paid over to the proper taxing authority) will be treated as having been paid to you for all purposes.



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Additional Information and Where to Find It

In connection with the transaction, Radisys has filed relevant materials with the SEC, including a definitive proxy statement on Schedule 14A filed with the SEC on August 10, 2018. Radisys has mailed the definitive proxy statement and a proxy card to each shareholder entitled to vote at the special meeting relating to the transaction. BEFORE MAKING ANY VOTING DECISION, RADISYS SHAREHOLDERS ARE URGED TO CAREFULLY READ THESE MATERIALS (AND ANY AMENDMENTS OR SUPPLEMENTS) AND ANY OTHER RELEVANT DOCUMENTS THAT RADISYS FILES WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. The definitive proxy statement and other relevant materials in connection with the transaction (as they become available), and any other documents filed by Radisys with the SEC, may be obtained free of charge at the SEC’s website (http://www.sec.gov), at Radisys’ investor website (http://investor.radisys.com), or by writing or calling Radisys at Radisys Corporation, 5435 NE Dawson Creek Drive Hillsboro, OR 97124 or by (503) 615-1685.

Participants in the Solicitation

Radisys and its directors and executive officers may be deemed to be participants in the solicitation of proxies from Radisys’ shareholders with respect to the transaction. Information about Radisys’ directors and executive officers and their ownership of Radisys’ common stock is set forth in Radisys’ definitive proxy statement on Schedule 14A filed with the SEC on August 10, 2018. To the extent that holdings of Radisys’ securities have changed since the amounts printed in Radisys’ proxy statement, such changes have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC. Additional information regarding the identity of the participants in the proxy solicitation, and their direct or indirect interests in the transaction, by security holdings or otherwise, are set forth in the proxy statement and other materials filed with SEC in connection with the transaction.



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Mr B Mr B 6 years ago
Proxy vote for approving the buyout were sent to shareholders. As soon as it's announced it's approved RSYS will be going up to it's buyout price of $1.72. ticking higher all month.
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Mr B Mr B 6 years ago
What kind of BS close is that? $1.50. it's a solid $1.56. 57. MM games... Wonder if they are short?
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slmlrd slmlrd 6 years ago
Lawsuit to pay the attorneys. What garbage.
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slmlrd slmlrd 6 years ago
I left this house and took the short gain taxes. Success to you on this one.
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ClayTrader ClayTrader 6 years ago
* * $RSYS Video Chart 07-02-18 * *

Link to Video - click here to watch the technical chart video

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Mr B Mr B 6 years ago
RSYS Number of shares of common stock outstanding as of May 1, 2018: 39,430,859.

Traded 8million today, that's a big chunk.
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Mr B Mr B 6 years ago
Looking at the historical price, looks like they got a pretty good deal at $1.72.
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slmlrd slmlrd 6 years ago
Maybe another offer on table or perhaps more news to follow.
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Mr B Mr B 6 years ago
So if they are buying them for $1.72 why is this still in the $1.40s?

Ultimate chance to gain .25 per share ?!

Reliance Industries Announced Friday It Will Acquire Radisys for $1.72/Share in Cash
Benzinga
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johnydollar johnydollar 6 years ago
Huge!!
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PStockPickz PStockPickz 6 years ago
Very nice call!
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slmlrd slmlrd 6 years ago
RR very good all, I'm sure you are loaded up! I'm following you if you don't mind. Have a great weekend!!
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slmlrd slmlrd 6 years ago
$6,200 investment just turned into $17,000 plus!! I can't believe it. What luck for a change.
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slmlrd slmlrd 6 years ago
YESSSSS!
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RainerRocks RainerRocks 6 years ago
Buy out !

https://www.enhancedonlinenews.com/news/eon/20180629005845/en/Reliance-Industries-Acquire-Radisys/

http://hub.radisys.com/press-release/reliance-industries-to-acquire-radisys
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ClayTrader ClayTrader 6 years ago
* * $RSYS Video Chart 04-09-18 * *

Link to Video - click here to watch the technical chart video

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SgtJBone SgtJBone 6 years ago
I’m running my own crypto farm now. I just decided to take a break from trading for a little while.
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slmlrd slmlrd 6 years ago
Tech Wreck on its way.
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SgtJBone SgtJBone 6 years ago
I’m not trading right now. I’m taking a break for a little while.
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slmlrd slmlrd 6 years ago
I'll give it my 2 day rule. Not yet.
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slmlrd slmlrd 6 years ago
Hey sgt., I found you. What mess is going on here? Interesting chart. Hmmm.
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arktra arktra 6 years ago
http://www.radisys.com/press-releases/radisys-enables-industry-s-first-virtualized-ran-accelerator-solution-advance-5g

"Powered by Radisys’ market-leading MobilityEngine™ RAN software, the virtualized RAN accelerator solution addresses these network performance challenges by offloading complex networking and cryptography workloads from the servers to FPGA-based SmartNICs..."

---->> "...by offloading complex networking and cryptography workloads from the servers to FPGA-based..."

---->> "...complex networking and cryptography workloads..."

NOTE: RSYS is shy to use the word "blockchain technology" workloads that use cryptographic algorithms and protocols... but the paragraph above indicates the fact that RSYS is a blockchain tech stock. IMO.
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SgtJBone SgtJBone 6 years ago
OMG this doesn't deserve to be down here after that report.
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SgtJBone SgtJBone 6 years ago
Outstanding Quarterly Report!
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PStockPickz PStockPickz 6 years ago
Nice news $rsys
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RainerRocks RainerRocks 6 years ago
News just came out.
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RainerRocks RainerRocks 6 years ago
https://www.prnewswire.com/news-releases/onf-unveils-breakthrough-cord-mec--5g-innovations-at-mwc-300593669.html
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RainerRocks RainerRocks 6 years ago
https://fintel.io/so/us/rsys


https://www.sec.gov/Archives/edgar/data/873044/000021545718003708/0000215457-18-003708-index.htm
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SgtJBone SgtJBone 6 years ago
I'll reload again at .99
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SgtJBone SgtJBone 6 years ago
I've been in and out of it all week. I just hope I don't accidentally end up selling a run. As the quarterly report nears I'll have to watch out for volume pick up and not sell too low.
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BullMeetsBear BullMeetsBear 6 years ago
Yup caught the dip this time. Looking for any where from 20-50% by early Feb.
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SgtJBone SgtJBone 6 years ago
Did you get filled today. She's slow but a reliable money maker at these levels. I often get into this when I get tired of the stress of the fast movers.
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BullMeetsBear BullMeetsBear 6 years ago
Tried for some at $1 but didn't get filled. ITs sitting right on the trend line imo.
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SgtJBone SgtJBone 6 years ago
You may as well hit the ask because everyone else already loaded up this morning when it dropped.
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SgtJBone SgtJBone 6 years ago
I'm back in RSYS again for another flip.
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SgtJBone SgtJBone 6 years ago
News out = Ride up
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SgtJBone SgtJBone 6 years ago
Now it's time to go right back up again.
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BullMeetsBear BullMeetsBear 6 years ago
Great news yesterday for next Q...market is reacting positively!
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akamaii akamaii 6 years ago
Shit I'm not ready hold please lol
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RainerRocks RainerRocks 6 years ago
RSYS is a technology partner with https://nucleus.vision/team .

Scroll to bottom for Tech partners and notice all the other big names while scrolling down.
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RainerRocks RainerRocks 6 years ago
This is going to be a runner soon,load up !
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