Image management firm Emageon didn't have to wait long for a new suitor following the termination of its planned acquisition by Health Systems Solutions (HSS). PACS vendor Amicas has swooped in, signing a definitive agreement to acquire the Birmingham, AL-based vendor for approximately $39 million in cash.
For Amicas, the deal will allow the company to offer a comprehensive portfolio of image and information management applications across the entire continuum of imaging customers, said Dr. Stephen Kahane, president, CEO, and chairman. While Amicas has carved out niches in market segments such as imaging centers, radiology groups, ambulatory care facilities, and small- to mid-sized hospitals, Emageon has approached the image and information management market with a very complementary strategy to Amicas, Kahane said.
"Emageon has established a dominating position in the enterprise content management solutions arena and has done great work in the radiology PACS, cardiology PACS, and cardiology information systems areas," he said. "They have built an impressive presence in segments of the market that Amicas has not yet pursued."
Together, the combined company will have more than 1,000 customers, with offerings that can scale from small radiology practices to the largest integrated delivery networks (IDNs), Kahane said. He spoke during a conference call on Monday to announce the agreement.
"Strategically, the installed bases of customers and product suites are highly complementary, which creates an opportunity for both customer bases and for the company going forward," he said.
For example, Emageon participates in the IDN market segment, which Amicas has virtually no presence in, Kahane said. In addition, a portion of the mid-sized hospital market is interested in buying radiology and cardiology image and information management systems from the same vendor, he said.
Product offerings from the combined firm will encompass radiology PACS, cardiology PACS, radiology information systems, cardiology information systems, revenue cycle management systems, referring physician tools, business intelligence tools, and enterprise content management capabilities, according to the companies.
In a statement, Emageon CEO and president Chuck Jett said that Emageon believes the combined companies will be able to capitalize more fully on the opportunities in the industry by combining their resources, scale, and knowledge.
Amicas believes the acquisition will be accretive within 12 months of closing, being dilutive in the first few quarters and accretive thereafter.
Under the terms of the deal, Amicas will commence a tender offer to acquire all outstanding shares of Emageon common stock for $1.82 per share in cash. Amicas ended 2008 with approximately $55 million in cash, cash equivalents, and marketable securities; the company believes these funds will be sufficient to complete the transaction, said Amicas senior vice president and CFO Kevin Burns.
Emageon's board of directors has unanimously recommended that shareholders tender their shares in the offer, which Amicas said it would commence by March 5, 2009. The deal is subject to customary conditions and is expected to close in the second quarter of 2009. Certain shareholders representing approximately 18% of Emageon's outstanding shares have agreed, among other things, to tender their shares in the offer.
By Erik L. Ridley
AuntMinnie.com staff writer
February 24, 2009
Related Reading
Emageon ends merger plan with HSS, February 13, 2009
Emageon, HSS merger likely to be delayed, February 11, 2009
Emageon, HSS extend merger closing date, December 30, 2008
Fovia wins Amicas contract, February 5, 2009
Amicas renews Diversified Radiology deal, January 8, 2009
Amicas adds new clients, December 1, 2008
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