<PAGE>
Prospectus Supplement No. 1 Filed Pursuant to Rule 424(b)(3)
dated December 14, 2000 SEC File No. 333-49092
(To Prospectus dated November 24, 2000)
RADISYS CORPORATION
$100,000,000
5 1/2% Convertible Subordinated Notes Due 2007 and the Common Stock Issuable
upon Conversion of the Notes
This is a supplement to the Prospectus dated November 24, 2000 (File No.
333-49092) filed by RadiSys Corporation. Any cross references in this Prospectus
Supplement No. 1 refer to portions of the Prospectus.
The purpose of this Prospectus Supplement No. 1 is to supplement the
information set forth in the Prospectus regarding the selling securityholders.
The table below includes for each additional selling securityholder:
- its name;
- principal amount of notes beneficially owned as of December 7, 2000
that may be offered and sold using the Prospectus;
- principal amount of notes beneficially owned as of December 7, 2000 shown
as a percentage of notes outstanding;
- number of shares of the underlying common stock that may be
offered and sold using the Prospectus; and
- number of shares of the underlying common stock shown as a percentage
of RadiSys common stock outstanding.
All of the information regarding beneficial ownership set forth below was
furnished to us by the selling securityholders named below. The aggregate
principal amount of notes shown to be beneficially owned by the additional
selling securityholders named below, when added to the aggregate principal
amount of notes shown to be beneficially owned by the selling securityholders
named in the table contained in the Prospectus, may be in excess of the total
amount registered due to sales or transfers exempt from the registration
requirements of the Securities Act of 1933 since the dates as of which the
selling securityholders named in the Prospectus provided to us the information
regarding their notes.
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<TABLE>
<CAPTION>
Principal Number of
amount of shares of
notes common Percentage of
beneficially Percentage of stock that common
owned that notes may be stock
Name of selling securityholder may be sold outstanding sold(1) outstanding(2)
------------------------------------------ ----------------- ------------------- ---------------- -----------------
<S> <C> <C> <C> <C>
Bank Austria Cayman Island, Ltd. $ 2,720,000 2.72% 40,115 *
Credit Suisse First Boston Corporation $ 4,750,000 4.75% 70,055 *
Ramius Capital Group Holdings, LLC $ 680,000 * 10,028 *
Ramius Capital Group Latitude Master $ 100,000 * 1,474 *
Fund, Ltd.
---------------
*Less than 1%
</TABLE>
(1) Assumes conversion of all of the holder's notes at a conversion price
of $67.8038 per share of common stock. This conversion price,
however, will be subject to adjustment as described under "Description
of Notes--Conversion Rights." As a result, the amount of common stock
issuable upon conversion of the notes may increase or decrease in
the future.
(2) Calculated based on Rule 13d-3(d)(1) of the Exchange Act using
17,349,611 shares of common stock outstanding as of December 6, 2000.
In calculating this amount, we treated as outstanding the number of
shares of common stock issuable upon conversion of all of that
particular holder's notes. We did not assume, however, the conversion
of any other holder's notes. None of the selling securityholders named
above beneficially owns any of our common stock other than the common
stock issuable upon conversion of the notes.
The selling securityholders named above may have sold or transferred, in
transactions exempt from the registration requirements of the Securities Act of
1933, some or all of their notes since the date as of which the information in
the above table was supplied to us. Information about the selling
securityholders named above may change over time. Any changed information will
be set forth in prospectus supplements, if required.
Because the selling securityholders named above may offer some or all of
their notes or the underlying common stock from time to time, we cannot estimate
the amount of the notes or underlying common stock that will be held by the
selling securityholders upon the termination of this offering. See "Plan of
Distribution."
The date of this Prospectus Supplement No. 1 is December 14, 2000.
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