Medical imaging software vendor AMICAS Inc. is asking its stockholders to reject an unsolicited proposal from rival Merge Healthcare to buy the company for $6.05 per share.

Boston-based AMICAS in December agreed to sell its business to investment firm Thoma Bravo LLC for $5.35 per share. "This purchase price is fully financed and guaranteed by Thoma Bravo and other first tier private equity funds and is not dependent on unguaranteed, third-party financing," AMICAS said in a Feb. 22 statement.

In contrast, AMICAS calls Milwaukee-based Merge's offer a "highly-conditional proposal" that does not provide sufficient financial guarantees and reasonable protections for stockholders.

In response, Merge Healthcare notes it has received a signed bridge financing commitment from Morgan Stanley to provide $200 million of debt financing. The company also has $40 million of pre-funded equity investments.

More information is available at and

--Joseph Goedert

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