NEW YORK, March 22 /PRNewswire/ -- Wolf Haldenstein Adler Freeman & Herz LLP filed a class action lawsuit in the United States District Court, Eastern District of Wisconsin, Milwaukee Division, on behalf of all persons who purchased Merge Technologies, Inc. securities (including purchasers of common stock, purchasers of call options, and sellers of put options ("Merge" or the "Company") (Nasdaq: MRGE) between August 2, 2005 through March 16, 2006, inclusive (the "Class Period"), against defendants Merge Technologies, Inc., d/b/a Merge Healthcare, Richard A. Linden, the Company's CEO, President, Director and Chairman of the Executive Committee, and Scott T. Veech, the Company's CFO, Secretary and Treasurer. The case name is Maiden v. Merge Technologies, Inc., et al. A copy of the complaint filed in this action is available from the Court, or can be viewed on the Wolf Haldenstein Adler Freeman & Herz LLP website at http://www.whafh.com. The complaint alleges that defendants violated the federal securities laws by issuing materially false and misleading statements throughout the Class Period that had the effect of artificially inflating the market price of the Company's securities. In particular, the complaint alleges, as it concerns the all-stock merger between the Company and Cedara Software Corp., first announced in January 2005 and completed June 1, 2005, that Merge represented to the investment community that the merger was highly-successful and that the Company maintained a strong financial position, while concealing: (1) that the Company lacked adequate internal controls; and (2) the Company's financial statements for the second and third quarters of 2005 were unreliable; and (3) that the Company's financial projections were irresponsible considering the knowledge defendants possessed concerning the Company's actual financial situation. As a result, on February 24, 2006, Merge announced that it was delaying the issuance of its fourth quarter 2005 results in order to allow additional time to complete an audit of the Company's financial statements, and in particular, an investigation into the recording of certain large sales contracts as deferred revenue. Then, on March 17, 2006, Merge reported, inter alia: (1) that the accounting improprieties in fact necessitated that management delay the completion of the Company's financial statements for the fiscal year ended December 31, 2005; (2) that its audit committee, with the assistance of outside counsel, was investigating anonymous complaints; (3) that it anticipates a report of material weaknesses in the Company's internal control over financial reporting; (4) the suspension of its registration statement on Form S-3 relating to issuance of common stock upon exchange of exchangeable shares of "Merge/Cedara ExchangeCo Ltd.;" and (5) that its audit committee concluded that its previously issued financial statements for the second and third quarters 2005, should no longer be relied upon. Initial news of the Company's improper practices concerning the Cedara merger came as a surprise to investors and caused the stock to decline from its February 23, 2006 close of $24.50 per share to $20.50 by the end of trading on February 24 -- a one day decline of 16.3 percent. The Company's March 17, 2006 announcement of, inter alia, the delay of its fiscal year 2005 financial results and unreliability of second and third quarter 2005 financial results, at the close of trading on March 17, 2006, Merge stock was $15.85, down from a previous day's closing price of $17.97, or an additional 11 percent. Merge's use of these improper practices served to artificially inflate the Company's reported earnings during the Class Period. Failure to disclose this information constituted material omissions, the ultimate disclosure of which harmed the Company's investors. Accordingly, the Company's Class Period statements concerning its compliance with applicable laws and regulations were false. If you purchased Merge securities during the Class Period, you may request that the Court appoint you as lead plaintiff by May 22, 2006. A lead plaintiff is a representative party that acts on behalf of other class members in directing the litigation. In order to be appointed lead plaintiff, the Court must determine that the class member's claim is typical of the claims of other class members, and that the class member will adequately represent the class. Under certain circumstances, one or more class members may together serve as "lead plaintiff." Your ability to share in any recovery is not, however, affected by the decision whether or not to serve as a lead plaintiff. You may retain Wolf Haldenstein, or other counsel of your choice, to serve as your counsel in this action. Wolf Haldenstein has extensive experience in the prosecution of securities class actions and derivative litigation in state and federal trial and appellate courts across the country. The firm has approximately 60 attorneys in various practice areas; and offices in Chicago, New York City, San Diego, and West Palm Beach. The reputation and expertise of this firm in shareholder and other class litigation has been repeatedly recognized by the courts, which have appointed it to major positions in complex securities multi-district and consolidated litigation. If you wish to discuss this action or have any questions, please contact Wolf Haldenstein Adler Freeman & Herz LLP at 270 Madison Avenue, New York, New York 10016, by telephone at (800) 575-0735 (Gregory M. Nespole, Esq., Gustavo Bruckner, Esq., Paulette S. Fox, Esq., or Derek Behnke), via e-mail at firstname.lastname@example.org or visit our website at http://www.whafh.com. All e-mail correspondence should make reference to Merge.
SOURCE Wolf Haldenstein Adler Freeman & Herz LLP