Mergers and Acquisitions

Amicas board agrees to acquisition by Merge Healthcare; Johnson Controls acquires Georgia lighting company

Amicas board agrees to acquisition by Merge Healthcare

The board of directors for Amicas Inc. has agreed to accept a takeover offer by West Allis-based Merge Healthcare Inc.

The companies announced they will enter into a definitive merger agreement in which Merge will acquire all of the outstanding shares of Boston-based Amicas for $6.05 per share in cash, or an aggregate of $248 million.

The Amicas board unanimously voted to terminate a previously announced agreement to be acquired by an affiliate of Thoma Bravo LLC. Merge’s $6.05 per share cash purchase price represents a premium of approximately 13 percent over the $5.35 per share price contemplated by the prior agreement. Amicas will pay an affiliate of Thoma Bravo a termination fee of $8.6 million, half of which will be reimbursed by Merge.

Together, Amicas and Merge will become a leading global healthcare IT provider.

Stephen Kahane, M.D., president, chief executive officer and chairman of Amicas, said, “Throughout this process, Amicas’ board has been focused on maximizing stockholder value and our agreement with Merge Healthcare demonstrates that commitment. We are proud of what we have built at Amicas, including the solutions we deliver, the intimate partnerships we have with our customers and the excellent reputation we have in the marketplace. This transaction with Merge validates the strength of the business we have built. We look forward to working with Merge to complete the transaction as expeditiously as possible.”

“We are very pleased with this significant positive step toward successfully combining these two great companies,” said Justin Dearborn, CEO of Merge. “Merge and Amicas have strong histories of innovation in medical imaging software, experienced employees and engaged customers.  As a combined company, our suite of health IT solutions will encompass a broad range of medical and biopharmaceutical imaging solutions to meet the needs of today’s medical imaging providers. In addition, Merge’s OEM and CAD technologies, international and eCommerce distribution channels, and additional market segments such as clinical trials provide new opportunities for Amicas products and customers. On behalf of everyone at Merge, I look forward to welcoming and working closely with the Amicas team.”

Johnson Controls acquires Georgia lighting company

Johnson Controls Inc. has acquired National Energy Services (NES), a lighting services company headquartered in Roswell, Ga.

The acquisition expands Glendale-based Johnson Controls’ lighting services beyond the school, healthcare and government markets it currently serves, as NES provides lighting upgrade and maintenance solutions for retail, commercial, and industrial customers.

Johnson Controls also will provide effective turnkey distribution and installation of those services for customers across market segments.

"NES and its experienced team of employees bring a broad range of innovative lighting design, retrofit and maintenance solutions to Johnson Controls. Their offerings complement ours and are advantageous for building owners interested in lowering energy and operating costs," said Bruno Biasiotta, vice president and general manager, Johnson Controls Energy Solutions, Americas. "By adding lighting to our service delivery capabilities, Johnson Controls will self-perform most energy efficiency improvements for our customers. This decision will enable Johnson Controls to maximize the efficient delivery of these services and optimize overall savings from each project.”

"We are proud to join Johnson Controls, a market leader with a longstanding history in the energy efficiency industry," said Reg Cook, president, National Energy Service. "We are committed to delivering value to customers through a turnkey approach for lighting upgrade solutions."

 

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