Allscripts, a provider of clinical software, connectivity and information solutions, and Misys Healthcare, an applications software and services company and wholly owned subsidiary of Misys, have signed a definitive merger agreement.
Under the terms of the agreement, which has been approved by the board of directors of both companies, Misys Healthcare will be merged with a wholly owned subsidiary of Allscripts, and Misys will contribute $330 million in cash to Allscripts, for which it will receive shares representing a 54.5 percent ownership position in the combined company.
Allscripts said it will pay a cash dividend of $330 million to Allscripts stockholders of record as of the last business day immediately prior to the closing of the transaction. Allscripts stockholders will retain the shares they currently own, the companies said.
The combined company will have a client base of approximately 150,000 U.S. physicians and 700 hospitals and will be positioned to help physicians manage their business and connect with their patients and other key healthcare stakeholders, according to the Chicago-based Allscripts and the London-based Misys Healthcare.
The companies said that the current Allscripts management team will continue in their management roles at the combined company: Glen Tullman, CEO of Allscripts, will serve as CEO; Bill Davis, chief financial officer (CFO) of Allscripts, will serve as CFO; and Mike Lawrie, CEO of Misys, will serve as executive chairman of the board of directors. The new board will have 10 members, including Lawrie, Tullman, five directors nominated by Misys and three directors nominated by Allscripts.
The combined company, which will have more than 3,700 employees, will be headquartered in Chicago.