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Merge Announces Completion Of Its Debt Refinancing

CHICAGO, April 23, 2013 (GLOBE NEWSWIRE) -- Merge Healthcare Incorporated (Nasdaq:MRGE), a leading provider of clinical systems and innovations that seek to transform healthcare, today announced completion of its debt refinancing, including new senior secured credit facilities of a six-year term loan of $255 million (the "Term Loan") and a five-year revolving credit facility of $20 million (the "Revolving Credit Facility").

The senior secured credit facilities have been established pursuant to a Credit Agreement (the "Credit Agreement") by and among Merge, the Lenders and Jefferies Finance LLC, as Sole Lead Arranger and Administrative Agent. The Credit Agreement contains limited operating covenants other than certain debt-to-adjusted-EBITDA ratios. Borrowings under the Credit Agreement will initially bear interest at 6% per annum, and future interest rates will be based, at Merge's election, on either LIBOR (subject to a floor of 1.25%) plus a spread of 4.75% or a base rate specified in the Credit Agreement (subject to a floor of 2.25%) plus a spread of 3.75%.

Merge also announced today the early settlement of its cash tender offer (the "Tender Offer") and consent solicitation (the "Consent Solicitation") for its 11.75% Senior Secured Notes due 2015 (CUSIP Nos. 589499AB8 and 589499AA0) (the "Notes"). The Tender Offer and Consent Solicitation were made pursuant to an Offer to Purchase and Consent Solicitation Statement dated April 2, 2013 (the "Offer to Purchase"). The consent expiration time for the Offer occurred at 5:00 p.m., New York City time, on April 15, 2013, at which time, holders of approximately 99.36% of the $252,000,000 aggregate principal amount of the Notes had validly tendered and consented to the proposed amendments to the Note indenture (the "Proposed Amendments"). Today, Merge accepted all such Notes for payment, and the tendering Noteholders received $1,066.96 per $1,000 in principal amount of Notes, including a consent payment of $30.00 per $1,000 principal amount, plus accrued and unpaid interest. A supplemental indenture reflecting the Proposed Amendments also became operative today.

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