April 26, 2010 - Merge Healthcare Inc. and Amicas Inc. today announced the expiration of the tender offer (Offer) for all of the outstanding shares of Amicas’ common stock by Project Ready Corp., a wholly-owned subsidiary of Merge Healthcare. The offer expired at 5:00 p.m., New York City, New York time, on Friday, April 23, 2010.
StockTrans Inc., the depositary for the Offer, notified Merge that Amicas’ stockholders had validly tendered and not withdrawn a total of 33,995,414 shares, which represents approximately 91.63 percent of the outstanding shares. Merger Sub has accepted, for payment, all shares that were validly tendered in accordance with the terms of the Offer. Merge expects to complete the transaction on or around April 28, 2010.
Project Ready Corp. intends to acquire all of the remaining outstanding Amicas stock through a short-form merger and without calling a meeting with Amicas' shareholders. Upon completion of the merger, the remaining outstanding shares of Amicas common stock will be converted into the right to receive the offer price of $6.05 in cash, without interest.
Once the merger is completed, Amicas will be a wholly-owned subsidiary of Merge Healthcare and will no longer be traded on the NASDAQ Global Market.