Amicas, a provider of medical image and information management solutions, has entered into a definitive merger agreement to acquire healthcare IT developer Emageon.

Under the terms of the agreement, Amicas said one of its subsidiaries will commence a tender offer by March 5 to acquire all the outstanding shares of Birmingham, Ala.-based Emageon's common stock for a total of approximately $39 million.

The board of directors of Emageon unanimously recommended that its shareholders tender their shares in the offer.

In mid-February, Emageon terminated a $62 million merger agreement with New York City-based Health Systems Solutions (HSS), due to the latter's failure to receive all necessary financing on or before a designated closing date of Feb. 11. The disintegration of the merger between Emageon and HSS may be tied to investment fraud charges brought against Texas-based Stanford International, which was expected to finance HSS in the deal.

The combined Amicas-Emageon solution suite would include radiology and cardiology PACS, radiology and cardiology information systems, revenue cycle management systems, business intelligence tools and enterprise content management capabilities, according to the Boston-based Amicas.

The transaction, which is subject to customary conditions, is expected to close in the second quarter. Certain shareholders representing approximately 18 percent of the Emageon shares outstanding have agreed, among other things, to tender their shares in the offer.