Merge Healthcare Inc.

Robbins LLP: Acquisition of Merge Healthcare Incorporated (MRGE) by International Business Machine (IBM) May Not Be in Shareholders’ Best Interests

Robbins LLP is investigating the proposed acquisition of Merge Healthcare Incorporated (NASDAQ: MRGE) by International Business Machine (NYSE: IBM). On August 6, 2015, the two companies announced the signing of a definitive merger agreement pursuant to which IBM will acquire Merge. Under the terms of the agreement, Merge shareholders will receive $7.13 in cash for each share of Merge common stock.

Is the Proposed Acquisition Best for Merge and Its Shareholders?

Robbins LLP’s investigation focuses on whether the board of directors at Merge is undertaking a fair process to obtain maximum value and adequately compensate its shareholders.

On July 23, 2015, Merge reported strong earnings results for its second quarter 2015. GAAP net sales increased 22% to $65.6 million in the second quarter of 2015 compared to $53.8 million in the second quarter of 2014. Adjusted net income increased 132% to $10.2 million (or $0.09 per share) in the second quarter of 2015 compared to $4.4 million (or $0.05 per share) in the second quarter of 2014. Merge beat consensus analyst estimates for EPS adjusted and net income adjusted in the last four out of four quarters. In commenting on these results, Merge Chief Executive Officer Justin Dearborn remarked, “Merge experienced robust sales growth in the second quarter of 2015. Our healthcare segment bookings in the second quarter of 2015 increased more than 35% compared to Q2 2014. Our award-winning cardiology solutions continue to win market share and open up enterprise imaging cross sell opportunities. In the first six months of 2015, Merge’s total cardiology bookings increased greater than 50% from the prior year period. Given our strong first half earnings performance, we are positioned well with respect to our debt covenants and anticipate increasing our investment in new product launches in the second half of the year.”

In light of these facts, Robbins LLP is examining Merge’s board of directors’ decision to sell the company now rather than allow shareholders to continue to participate in the company’s continued success and future growth prospects.

Merge shareholders have the option to file a class action lawsuit to ensure the board of directors obtains the best possible price for shareholders and the disclosure of material information.

Merge shareholders interested in information about their rights and potential remedies can contact attorney Darnell R. Donahue at (800) 350-6003, or you can complete the form below and we will contact you directly.

Send us a message for more information.