UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date of
Report (Date of earliest event
reported): March
31, 2009
Merge
Healthcare Incorporated
(Exact
name of registrant as specified in its charter)
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Delaware
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39-1600938
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(State
or Other Jurisdiction of
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(I.R.S.
Employer
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Incorporation
or Organization)
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Identification
No.)
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6737
West Washington Street, Suite 2250
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Milwaukee,
Wisconsin
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53214
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(Address
of Principal Executive Offices)
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(ZIP
Code)
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(414)
977-4000
(Registrant's
telephone number, including area code)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
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Item
8.01 Other Events.
Effective
March 31, 2009, the Registrant entered into a $400,000 software license
agreement with Merrick Healthcare Solutions, an entity doing business as Olivia
Greets. Olivia Greets is wholly owned by Merrick Ventures
LLC. Merrick Ventures LLC is the owner of Merrick RIS LLC, which is
the majority shareholder of the Registrant. This transaction was
approved by the Registrant’s Board of Directors in accordance with its written
policies and procedures regarding related person transactions.
Separately,
the Registrant’s Board of Directors, consistent with the Registrant’s Charitable
Contribution Policy, approved the Registrant’s commitment to make a charitable
donation to the World Health Imaging Alliance (WHIA). This donation
will be comprised of staff time, software licenses, hardware and cash over a two
year period, valued at approximately $1 million. The objective for
this donation is to allow WHIA to solidify its commitment in bringing low cost,
sustainable imaging solutions to underserved communities. While the
Registrant’s charitable contribution to WHIA is not a related party transaction,
the Registrant’s Chairman, Michael W. Ferro, Jr., is also the Chairman of
WHIA.
Item
9.01 Financial Statements and Exhibits.
Exhibit
99.1 News Release of the Registrant dated April 6, 2009.
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SIGNATURES
Pursuant to the requirements of the
Securities Exchange Act of 1934, the Registrant has duly caused this report to
be signed on its behalf by the undersigned thereunto duly
authorized.
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MERGE
HEALTHCARE INCORPORATED
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April
6, 2009
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/s/
Steven M. Oreskovich
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By: Steven
M. Oreskovich
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Title: Chief
Financial Officer
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EXHBIT
INDEX
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Exhibit
Number
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Description
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99.1
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Exhibit
99.1 News Release dated April 6,
2009
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