Amicas rejects Merge Healthcare buyout offer, urges vote on agreed upon Thoma Bravo deal

Tuesday, February 23, 2010

Amicas rejects Merge, urges vote on Thoma Bravo

NEW YORK — Amicas rejected a buyout offer from Merge Healthcare Inc. and told shareholders to vote instead for a competing bid from Thoma Bravo for $217 million.

Amicas, which provides health care information technology services, agreed to be acquired by private equity firm Thoma Bravo in December for $5.35 in cash per share, a 21 percent premium to the stock at the time of the offer.

Health information technology firm Merge is offering $6.05 per share, or about $248 million.

Amicas called Merge’s offer risky.

“Merge has failed to provide sufficient financial guarantees and reasonable protections for Amicas stockholders,” the company said Monday.

Amicas Inc. said it “repeatedly requested” that Merge guarantee or provide front-end funding for its offer.

In a statement, Merge said it received a signed bridge financing commitment from Morgan Stanley to provide $200 million of debt financing, and is subject only to standard and customary conditions. It also has available cash that includes $40 million of pre-funded equity investments.

Shares of Merge, based in Milwaukee, fell 11 cents, or 4.5 percent, to $2.35 in afternoon trading on Tuesday. The stock has traded between $1.20 and $4.78 over the last 52 weeks. Shares of Amicus, which is based in Boston, fell 1 cent to $5.77 Tuesday.

(This version CORRECTS name of firm thruout to Thoma Bravo)

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