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CAROLINA CAS. INS. v. MERGE HEALTHCARE SOLUTIONS

Nos. 12-2275, 12-2341.

728 F.3d 615 (2013)

CAROLINA CASUALTY INSURANCE COMPANY, Plaintiff-Appellant, Cross-Appellee, v. MERGE HEALTHCARE SOLUTIONS INC., Defendant-Appellee, Cross-Appellant.

United States Court of Appeals, Seventh Circuit.

Decided July 16, 2013.

Attorney(s) appearing for the Case

David Curkovic , Attorney, Dirk E. Ehlers (argued). Attorney, Schuyler, Roche & Crisham, P.C., Chicago, IL, for Plaintiff-Appellant.

Katharine M. O'Connor , Attorney, William P. Schuman (argued). Attorney, McDermott, Will & Emery, Chicago, IL, for Defendant-Appellee.

Before EASTERBROOK, Chief Judge, and CUDAHY and TINDER, Circuit Judges.

EASTERBROOK, Chief Judge.

Amicas, Inc., agreed to merge with Thoma Bravo, LLC, in a transaction that valued each Amicas share at $5.35. Some of its shareholders sued in a state court of Massachusetts, contesting the adequacy of the proxy statement used to seek their approval for the transaction. After a preliminary injunction stopped the vote on the merger, the suit was settled when Merge Healthcare, Inc., made a tender offer of $6.05 a share, which Amicas's board...

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