Attached files
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8-K - FORM 8-K - Virtual Radiologic CORP | c59044e8vk.htm |
EX-3.2 - EX-3.2 - Virtual Radiologic CORP | c59044exv3w2.htm |
EX-3.1 - EX-3.1 - Virtual Radiologic CORP | c59044exv3w1.htm |
EXHIBIT 99.1
Virtual Radiologic Media Contact:
|
Providence Media Contact: | |||
Les Mann
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Andrew Cole | |||
952.595.1295
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212.687.8080 | |||
les.mann@vrad.com
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acole@sardverb.com |
FOR IMMEDIATE RELEASE
VIRTUAL RADIOLOGIC COMPLETES MERGER WITH PROVIDENCE EQUITY PARTNERS
Stockholders to receive $17.25 per share in cash;
transaction valued at approximately $294 million
transaction valued at approximately $294 million
Eden Prairie, Minn. and Providence, RI, July 12, 2010 Virtual Radiologic Corporation (vRad), a
national radiology practice and a leader in the development of radiologist workflow technology, and
Providence Equity Partners, a leading global private equity firm that manages over $22 billion in
equity capital, announced that earlier today vRads stockholders approved and adopted the merger
agreement providing for the acquisition of vRad by an affiliate of Providence. The transaction is
valued at approximately $294 million and was completed today.
With its innovative proprietary technology, vRad is transforming the way radiologic care is
delivered, said Eran Broshy, a Senior Advisor at Providence.
We look forward to working with Rob Kill and the entire vRad team to continue to grow the company and add value for vRads customers over
the long-term.
We are pleased with the outcome of todays stockholder vote, said Rob Kill, vRads President and
Chief Executive Officer. The vote results underscore the value we are delivering to shareholders
through this transaction. Looking ahead, we expect to continue building on our leadership position
in the development of radiologist workflow technology and in providing the highest quality patient
care. Providence brings an exceptional track record of supporting the growth of information services
companies in and outside of the healthcare industry, and we look forward to working with them for
many years to come.
Under the terms of the merger agreement, vRad stockholders will receive $17.25 in cash for each
share of vRad common stock held. Letters of transmittal allowing former vRad stockholders to
deliver their shares to the paying agent in exchange for payment of the merger consideration will
be distributed promptly after the closing.
With the closing of the transaction, vRads common stock will cease to trade on NASDAQ at market
close today and will be delisted.
Goldman, Sachs & Co. served as financial advisor and Oppenheimer Wolff & Donnelly LLP served as
legal counsel to vRad. Weil, Gotshal & Manges LLP served as legal counsel and KPMG LLP provided accounting and tax advisory
services to Providence Equity
Partners.
vRad is ranked No. 1 in the 2009 KLAS® Teleradiology Services Category for Second Consecutive Year
EXHIBIT 99.1
About Providence Equity Partners
Providence Equity Partners is the leading global private equity firm specializing in equity
investments in media, entertainment, communications and information companies around the
world. The principals of Providence manage funds with over $22 billion in equity commitments and
have invested in more than 100 companies operating in over 20 countries since the firms inception
in 1989. Significant investments include Archipelago Learning, Bresnan Broadband Holdings, Casema,
Com Hem, Digiturk, Education Management Corporation, eircom, Hulu, Idea Cellular, ikaSystems
Corporation, Kabel Deutschland, NexTag, Ono, PanAmSat, ProSiebenSat.1, Recoletos, TDC,
Univision, VoiceStream Wireless, Warner Music Group, Western Wireless and Yankees Entertainment and
Sports Network. Providence is headquartered in Providence, RI (USA) and has offices in New York,
London, Los Angeles, Hong Kong and New Delhi. Visit www.provequity.com for more information.
About Virtual Radiologic
Virtual Radiologic Corporation (vRad) is a national radiology practice working in partnership with
local radiologists and hospitals to optimize radiologys pivotal role in patient care. vRads more
than 140 radiologists serve 1,200+ facilities (21% of U.S. hospitals),
reading 2.7 million studies annually. Delivering access to
extensive subspecialty coverage,
vRad contributes to improved quality of patient care. And with its next-generation technology, vRad
enhances productivity, helping to lower the overall cost of care while expediting time to diagnosis
and treatment. For more information, visit www.vrad.com.
Safe Harbor for Forward-Looking and Cautionary Statements
Certain statements in this press release are forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934,
including, in particular, statements about plans, objectives, strategies and prospects regarding,
among other things, vRads business and results of operations. These statements can be identified
by the use of words such as will, believe, expect, and anticipate and similar terms or
expressions of future expectation. These statements involve a number of risks, uncertainties and
other factors that could cause actual results, performance or achievements of vRad to be materially
different from any future results, performance or achievements expressed or implied by these
forward-looking statements. For examples of such risks and uncertainties, please see vRads Annual
Report on Form 10-K, as well as other filings with the Securities and Exchange Commission. vRad
undertakes no duty to update these forward-looking statements due to new information or as a result
of future events.
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vRad is ranked No. 1 in the 2009 KLAS® Teleradiology Services Category for Second Consecutive Year