Dylan,
RE: any news on the merger?
Here's today's very upbeat announcement...
--alan
> RADISYS COMPLETES ACQUISITION OF TEXAS MICRO
>
> HILLSBORO, OR - August 16th, 1999 - RadiSys Corporation (Nasdaq: RSYS), a
> leading global designer and manufacturer of embedded computing solutions
> used by OEMs in the telecommunications, automation, and other industries,
> announced today the completion of its stock for stock merger with Texas Micro
> (Nasdaq:TEXM), a leading provider of computer systems and single board
> computers for communications and industrial applications.
>
> Under the terms of the merger, Texas Micro stockholders will receive one
> RadiSys share for every 4.96 Texas Micro shares. As a result of the merger,
> RadiSys' fully diluted shares outstanding will increase to approximately 11.5
> million shares. RadiSys will account for the merger as a pooling of interests.
> One-time merger-related charges in the $4-$6 million range are expected to be
> reported for the current quarter, representing costs of the acquisition and
> transition. RadiSys expects the transaction to be accretive to the company's
> earnings per share in fiscal year 2000.
>
> Texas Micro possessed NOLs (net operating losses) that can be used by RadiSys
> under certain conditions going forward. The NOL carryforwards are expected
> to reduce RadiSys' overall tax rate to approximately 27-28% in Q3 and Q4 of
> this year, and 30-31% in year 2000. RadiSys currently expects that the NOL's
> could have a beneficial impact for several years.
>
> "Today's event is a huge step forward for our customers, our employees, and
> our current and new shareholders," explained Dr. Glen Myers, Chairman and CEO
> of RadiSys. "First, it makes us the largest supplier of Intel technology to the
> embedded market, with a leading position in product and technology breadth,
> intellectual property, and people expertise. Second, it is a vital step in
> our vision of becoming the leading supplier of building blocks and subsystems
> to the communications equipment industry. We now have the four sets of
> building blocks -Intel-based CPUs, WAN communications interfaces and
> protocols, DSP technology, and system platforms - in the two prevalent
> architectures being used for new system designs today - PCI and CompactPCI.
> The ability to provide such a complete solution is a major competitive advantage
> for us."
>
> The Texas Micro business is now the RadiSys Communication Products Division,
> based in Houston Texas. John Leonardo, who was Chief Operating Officer of
> Texas Micro, will become Vice President and General Manager of the
> Communication Products Division. Ron Groen, who was Vice President of Sales
> and Marketing at Texas Micro, will become Vice President responsible for all
> of RadiSys' international sales activities; Groen is based in Almere, the
> Netherlands, and will report to Doug Goodyear, Senior Vice President of Sales.
> Chris Melson, who was Vice President of Product Development at Texas Micro,
> will become Vice President of Product Development within the Communication
> Products Division. Don Harrison, formerly Vice President of Technology of
> Texas Micro, will become a RadiSys Fellow. |
