Amicas completes tender offer, acquires Emageon

By Lisa Kerner

Charlotte, N.C., April 2 - Amicas, Inc. acquired Emageon Inc. through a short-form merger after completing its $1.82-per-share tender offer for the company on Wednesday.

Emageon shareholders tendered a total of approximately 18,882,734 shares, or 88% of the company's outstanding shares, Amicas said.

According to Amicas, it exercised its top-up option under the merger agreement to increase its share ownership percentage of Emageon to more than 90% through the purchase of newly issued Emageon shares.

Emageon becomes a wholly owned subsidiary of Amicas, and Emageon shares will cease trading on the Nasdaq Global Market.

The companies' combined solution suite will include radiology PACS (web-based picture archiving and communications systems), cardiology PACS, radiology information systems, cardiology information systems, revenue cycle management systems, referring physician tools, business intelligence tools and electronic medical record-enabling enterprise content management capabilities, Amicas said.

"Emageon's significant market presence in providing radiology and cardiology IT solutions to large IDNs [integrated delivery networks] complements Amicas' comprehensive solutions for radiology practices, imaging centers, and hospitals," Keith Stahlhut, acting chief operating officer at Emageon, said in a company news release.

In February, Amicas agreed to acquire Emageon in a $1.82-per-share cash tender offer valued at approximately $39 million.

As previously reported, Emageon terminated its amended merger agreement with Health Systems Solutions, Inc., a New York health-care technologies company, after Health Systems failed to receive necessary financing to close the merger by the closing date.

Health Systems offered to acquire Emageon in October for $2.85 per share in an all-cash transaction valued at about $62 million.

Based in Boston, Amicas provides radiology services and medical image and information management solutions in the United States.

Emageon, based in Birmingham, Ala., provides information technology systems for hospitals, health-care networks and imaging facilities.

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