Soon after the announcement of its terminated merger deal with Health Systems Solutions, Emageon Inc., of Birmingham, Ala., entered a definitive agreement with AMICAS Inc., Newton, Mass.
Under the terms of the agreement, a subsidiary of AMICAS will begin a tender offer to acquire all of the outstanding shares of Emageon common stock for a total of approximately $39 million by March 5. Emageon’s board of directors has unanimously recommended that shareholders tender their shares in the offer.
The transaction, which is subject to customary conditions, is expected to close in the second quarter of 2009. In connection with the transaction, certain shareholders representing approximately 18 percent of the Emageon shares outstanding have agreed, among other things, to tender their shares in the offer.
New York-based HSS informed Emageon in mid-February that its financing firm, Stanford International Bank Ltd., could not deliver the money needed to complete the deal.
The next day, Emageon ended the deal and took possession of $9 million it had placed into an escrow account.