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MedQuist Holdings Updates Timing of Proposed Short-Form Merger for Remaining MedQuist Inc. Shares
globenewswire
Companies:
o MedQuist Holdings Inc.
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MEDH 7.15 +0.27
Press Release Source: MedQuist Holdings Inc. On Monday October 3, 2011, 5:05 pm EDT
FRANKLIN, Tenn., Oct. 3, 2011 (GLOBE NEWSWIRE) -- MedQuist Holdings Inc. (Nasdaq:MEDH - News), ("the Company") a leading provider of integrated clinical documentation solutions for the U.S. healthcare industry, today announced it intends to complete its previously announced proposed short-form merger with MedQuist Inc. during October 2011. The Company no longer intends to conduct a registered exchange offer prior to the completion of the short-form merger as previously announced.
In the short-form merger, each of the remaining 1,231,246 shares of common stock of MedQuist Inc. (OTCQB:MEDQ.PK - News) not currently owned by the Company or its subsidiaries will be converted into a share of Company common stock. This will result in the Company's ownership of MedQuist Inc. common stock increasing from approximately 97% to 100% and will bring the total proforma shares outstanding of the Company to approximately 57.9 million on a fully diluted basis as of September 30, 2011 (consistent with the Company's expectation of approximately 54.7 million shares outstanding on a weighted average basis for the year). The Company has been reporting its per share results on a proforma basis as if it already owned 100% of MedQuist Inc. so there will be no impact or dilution to the per share results as a result of this short-form merger.
Following the short-form merger, MedQuist Inc. will become an indirect wholly-owned subsidiary of the Company, will cease to be a separate Securities and Exchange Commission ("SEC") reporting company and its common stock will no longer trade on the OTCQB or on any other market.