HSR waiting period for vRad and NightHawk's proposed merger terminated

Virtual Radiologic (vRad) and NightHawk Radiology (Nasdaq: NHWK) (NightHawk), announced today that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, for vRad's previously announced proposed merger with NightHawk, has terminated.

vRad, a national radiology practice and leader in the development of radiologist workflow technology, announced on September 27 that it would acquire all of the outstanding shares of NightHawk Radiology Holdings, Inc., a leading provider of radiology solutions, for $6.50 per share in cash. The offer price represented a premium of 100% over NightHawk's closing stock price of $3.25 per share on September 24, 2010, the last trading day prior to the announcement. The transaction is valued at approximately $170 million.

"With this step, we are closer to bringing together vRad and NightHawk's combined capabilities to deliver expanded access to subspecialty expertise to our clients, helping improve the quality of patient care across the United States," said vRad President and Chief Executive Officer Rob Kill. "We look forward to working with NightHawk's team members and affiliated radiologists to deliver the highest quality radiology service in the country."

"The merger of NightHawk and vRad will position the combined organization to better serve our clients' rapidly expanding needs, and enhance our ability to partner with local radiologists in delivering outstanding patient care," said NightHawk President and CEO Dave Engert, who will remain as an advisor following the close of the transaction.

The termination of the HSR waiting period is a requisite step toward closing, which remains subject to approval by NightHawk's stockholders and other customary conditions. The transaction is now expected to be completed late in the fourth quarter of 2010 or early in the first quarter of 2011.

SOURCE vRad