Bravo, AMICAS!

Now that the press-release has hit the wires, I can reveal the nature of the “Big News” from the last teaser post:

BOSTON, Dec. 28 /PRNewswire-FirstCall/ — AMICAS, Inc. (Nasdaq: AMCS), a leader in image and information management solutions, today announced that on December 24, 2009, it entered into a definitive merger agreement to be acquired by an affiliate of Thoma Bravo, LLC, in a transaction valued at approximately $217 million. The AMICAS Board of Directors unanimously approved the agreement and resolved to recommend that the shareholders of AMICAS adopt the agreement.

Under the terms of the agreement, AMICAS shareholders will receive $5.35 in cash for each share of AMICAS common stock they hold, representing a premium of approximately 24 percent over AMICAS’ average closing share price during the 30 trading days ending December 24, 2009, and a 38 percent premium over AMICAS’ average closing share price during the 90 trading days ending December 24, 2009. . .

“We look forward to continuing our mission to provide the best solutions for image and information management in healthcare,” said Dr. Kahane. “We believe that working with Thoma Bravo will enable us to focus our resources on our business and our customers. With the additional capital and operational expertise available to AMICAS through Thoma Bravo, we will be able to grow as the needs of our customers evolve and will be enabled to better serve our market.”

“Thoma Bravo is excited to partner with the AMICAS management team to continue growing the company into the leading provider of image IT solutions for the healthcare industry,” said Orlando Bravo, a managing partner at Thoma Bravo.

“Thoma Bravo will further strengthen the industry leadership position of AMICAS through organic growth initiatives, acquisitions, and implementation of operational best practices,” added Seth Boro, a principal at Thoma Bravo. “We look forward to helping AMICAS better serve the evolving needs of its healthcare industry customers.”

This bodes well for AMICAS, while delivering a late Christmas present to their shareholders (which I am not). Based on my perusing of investment chat rooms and bulletin boards over the years, the market has absolutely no idea what PACS is or does, or which companies to trust. Being freed from the demands of shareholders should be very good for AMICAS. I guess time will tell.

When I heard the details of the merger/acquisition, I breathed a sigh of relief. The call to me and several other long-term AMICAS customers came on a Sunday evening during a holiday weekend. I had the sinking suspicion that AMICAS had been bought, and in my limited view, the only likely suitor left was Cerner. That would have spelled doom for AMICAS. Fortunately, I was wrong about that part. I just wish I had purchased some stock over the years, especially when it was below $2.00. But then, I would have lost credibility with the crowd that thinks I’m an AMICAS spokesman, which I’m not. And besides, I’m always skittish about putting my money where my mouth is. . .

ADDENDUM

My friend Mike Cannavo, the One and Only PACSMan, let me know about a couple of lawsuits pending on this merger/acquisition. A quick Google shows several somewhat predatory-smelling listings. Here is one example:

(Lawyers-R-Us) has commenced an investigation into possible breaches of fiduciary duty and other violations of state law by members of the Board of Directors of AMICAS, Inc. (“AMICAS”) (NASDAQ: AMCS) in connection with their actions in causing AMICAS to enter into a definitive merger agreement with an affiliate of Thoma Bravo, LLC (“Thoma Bravo”). Under the terms of the agreement, AMICAS shareholders will receive $5.35 in cash for each share of AMICAS common stock they hold. AMICAS expects the transaction to close in the first quarter of 2010.

(Lawyers-R-Us’) investigation concerns whether AMICAS’ Board of Directors’ acceptance and recommendation of the offer was fair and designed to secure the best possible price for all AMICAS shareholders.

If you are a shareholder of AMICAS and would like more information about your rights as a shareholder, please contact attorney (Mr. Lawyer) at 800-BITEME or by e-mail at MrLawyer@LawyersRUs.com.

Lawyers-R-Us is a law firm with significant experience representing investors in merger-related shareholder class actions, shareholder derivative actions, and securities fraud class actions. For more information about the firm, please go to http://www.LawyersRUs.com.

Many of these gentlemen are stating that AMICAS should be selling for $6/share, even though the stock price hasn’t been quite to that level in quite a long time. And people wonder why we don’t have any respect for lawyers. . .

As an aside, I’ve been posting about AMICAS for years without properly using all-caps. I shall endeavor to do it right from now on. Sorry about that, guys.

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5 responses to “Bravo, AMICAS!

  1. I assumed AMICAS was attempting to remove some of the red tape after the purchase of Emageon. Going private would allow them to make changes to the application without approval from shareholders.

    I also recieved a call on Sunday evening, but didn't breathe the same sigh of relief. As a legacy Emageon user I cringed as more changes will be headed our way.

  2. I don't believe the legacy Emageon customers will be seeing any further structural/support changes. Additionally, the support team in Daytona should be considerably more effective and efficient than the past months.

  3. I agree with the first poster. Amicas wants to use the Emageon Archive solution but migrate all their users to the Amicas PACS platform. I am expecting that in the upcoming year. Without shareholders to consider, they can morph the product all they want.

  4. Been away from your BLOG Dr. D and catching up. I have missed it. Thanks for clarifying and disclosing your conflict of interests or the lack there of regarding AMICAS. In the past I suspected you had either drank the AMICAS kool-aid, were a shareholder, or had a shmoozy sales executive golfing buddy.

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