By Angela McDaniels
Tacoma, Wash., June 26 - RadiSys Corp. agreed to issue $18 million principal amount of new 4.5% convertible senior notes due Feb. 15, 2015 in exchange for an equal amount of its outstanding 2.75% convertible senior notes due Feb. 15, 2013, according to an 8-K filing with the Securities and Exchange Commission.
The exchange will be made under subscription agreements reached with some holders of the 2.75% convertibles on June 20. The company said it plans to settle the exchange as soon as possible.
The initial conversion rate is 117.2333 shares per $1,000 principal amount of new convertibles, which is equivalent to a conversion price of $8.53 per share. This is a 32% premium over the $6.46 closing price of the company's stock on June 19.
Holders will have a put option at par if a fundamental change occurs. In addition, if certain fundamental changes occur, the company may be required to increase the conversion rate.
The company issued $55 million of the 2.75% convertibles in February 2008. Their conversion price is $13.03. As of March 31, $45 million of the convertibles remained outstanding.
RadiSys is a Hillsboro, Ore.-based maker of embedded wireless infrastructure products for telecom, aerospace, defense and public safety applications.
Issuer: | RadiSys Corp.
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Issue: | Convertible senior notes
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Amount: | $18 million
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Maturity: | Feb. 15, 2015
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Coupon: | 4.5%
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Conversion premium: | 32%
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Conversion price: | $8.53
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Conversion ratio: | 117.2333
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Put option: | At par if a fundamental change happens
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Pricing date: | June 20
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Stock symbol: | Nasdaq: RSYS
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Stock price: | $6.35 at close June 26
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Market capitalization: | $178.13 million
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