Greenway Medical Technologies, Inc. (NYSE: GWAY) (the “Company” or “Greenway”) and Vista Equity Partners today announced the successful completion of the tender offer by Crestview Acquisition Corp., a wholly owned subsidiary of VCG Holdings, LLC and an affiliate of Vista Equity Partners Fund IV, L.P., for all of the outstanding shares of common stock of the Company at a price of $20.35 per share, net to the seller in cash without interest. The tender offer expired at 12:00 midnight, New York City time, on November 1, 2013. As of the expiration of the tender offer, approximately 91.3% of the outstanding shares of common stock of the Company were validly tendered and not withdrawn in the tender offer (not counting as validly tendered shares tendered through notice of guaranteed delivery and not actually delivered). All such shares have been accepted for payment in accordance with the terms of the tender offer.
As a result of the tender offer, Crestview Acquisition Corp. now owns at least 90% of the outstanding shares of Greenway, which will allow Crestview Acquisition Corp. to complete and close the merger of Crestview Acquisition Corp. with and into Greenway without stockholder approval.
Upon completion of the merger, which the parties anticipate will occur today, Greenway will become a wholly owned subsidiary of VCG Holdings, LLC. All outstanding shares of common stock of Greenway, other than shares held by VCG Holdings, LLC, Crestview Acquisition Corp., or Greenway and shares held by Greenway’s stockholders who are entitled to and properly demand and perfect appraisal of such shares pursuant to the applicable provisions of Delaware law, will be automatically cancelled and converted into the right to receive cash equal to the $20.35 offer price per share. In addition, the parties anticipate that the common stock of Greenway will cease to be traded on the NYSE after market close today following completion of the merger.
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