Neoforma Stockholders Approve Acquisition of Neoforma by Global Healthcare Exchange
02 Marzo 2006 - 12:14PM
PR Newswire (US)
SAN JOSE, Calif., March 2 /PRNewswire-FirstCall/ -- At Neoforma,
Inc.'s (NASDAQ:NEOF) annual meeting of stockholders today, the
Company's stockholders voted to adopt the definitive agreement and
plan of merger by and among Neoforma, Global Healthcare Exchange,
LLC (GHX) and Leapfrog Merger Corporation. Under the terms of the
merger agreement, Leapfrog Merger Corporation will be merged with
and into Neoforma, and Neoforma will become a wholly owned
subsidiary of GHX upon the closing of the transaction. (Logo:
http://www.newscom.com/cgi-bin/prnh/20030226/NEOFORMALOGO ) VHA
Inc. and University HealthSystem Consortium (UHC), which
respectively owned approximately 41.5 percent and 10.3 percent of
Neoforma's outstanding common stock as of January 12, 2006, the
record date for the annual meeting, had previously agreed to vote
their shares in favor of the adoption of the merger agreement. In
addition, at the annual meeting, a majority of the shares other
than those owned by VHA and UHC voted to approve the adoption of
the merger agreement. Under the terms of the merger agreement,
Neoforma stockholders other than VHA and UHC will receive $10 for
each share of Neoforma stock that they hold, payable in cash. VHA
and UHC will receive $10 per share, payable in cash, for certain of
their shares in Neoforma, and will exchange the remainder of their
shares for equity ownership positions in GHX. Neoforma and GHX
expect to complete the acquisition on Friday, March 3, 2006. Upon
completion of the merger, Neoforma will no longer be a public
company and its securities will no longer be traded on the Nasdaq
National Market (Nasdaq). Therefore, upon completion of the merger,
Nasdaq will institute a permanent halt in the trading of Neoforma's
securities on Nasdaq, and Neoforma's securities will cease to be
listed on Nasdaq as of that time. About Neoforma Neoforma is a
leading supply chain management solutions provider for the
healthcare industry. Through a unique combination of technology,
information, and services, Neoforma provides innovative solutions
to over 1,800 hospitals and suppliers, supporting more than $15
billion in annualized transaction volume. By bringing together
contract information and order data, Neoforma's integrated solution
set delivers a comprehensive view of an organization's supply
chain, driving cost savings and better decision-making for both
hospitals and suppliers. For more information, point your browser
to http://www.neoforma.com/. This news release contains
forward-looking information within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. These forward-looking
statements include statements relating to the timing of the closing
of the merger with GHX. There are a number of risks that could
cause actual results to differ materially from those anticipated by
these forward-looking statements. These risks include the risk that
conditions to the closing of the merger with GHX may not be
satisfied when expected, or at all, and the risk that the merger
may not close when expected, or at all. These risks and other risks
are described in Neoforma's proxy statement dated January 23, 2006
and filed with the SEC. These statements are current as of the date
of this release and Neoforma assumes no obligation to update the
forward-looking information contained in this news release. NOTE:
Neoforma is a trademark of Neoforma, Inc. Other Neoforma logos,
product names and service names are also trademarks of Neoforma,
Inc., which may be registered in other countries. Other product and
brand names are trademarks of their respective owners.
http://www.newscom.com/cgi-bin/prnh/20030226/NEOFORMALOGO
http://photoarchive.ap.org/ DATASOURCE: Neoforma, Inc. CONTACT:
Amanda Mogin of Neoforma, investors, +1-408-468-4251, or Web site:
http://www.neoforma.com/
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