Merge eFilm and Cedara Announce Closing of Merger
June 01 2005 - 9:30AM
PR Newswire (US)
Merge eFilm and Cedara Announce Closing of Merger Combination
Creates Medical Imaging Market Leader Offering Expanded Products
and Services and Accelerated Innovation in the Direct and OEM
Channels MILWAUKEE and TORONTO, June 1 /PRNewswire-FirstCall/ --
Merge Technologies Incorporated (NASDAQ:MRGE), d.b.a. Merge eFilm,
a leading global healthcare software and services company, and
Cedara Software Corp. (NASDAQ:CDSW)(TSE:CDE), a leading independent
developer of medical software technologies for the global
healthcare market, today announced that they have successfully
completed the merger of the two companies. The transaction, which
was structured as a Plan of Arrangement, was approved by the
shareholders of both companies on May 24th, 2005, and received
final court approval from the Ontario Superior Court of Justice on
May 26th, 2005. Under the terms of the transaction, shareholders of
Cedara will receive either 0.587 shares of Merge common stock or
0.587 exchangeable shares for each common Cedara share held. The
transaction was structured to be tax deferred to Canadian resident
Cedara shareholders, who receive exchangeable shares and who have
made the proper tax election. The exchangeable shares were issued
by Merge Cedara ExchangeCo Limited, and will trade on the Toronto
Stock Exchange under the ticker symbol MRG. (Logo:
http://www.newscom.com/cgi-bin/prnh/20030430/MRGELOGO ) As
previously announced, Richard Linden will be President and CEO of
the combined company, and Abe Schwartz, President and CEO of Cedara
Software Corp., will continue his involvement as a member of the
Merge eFilm Board of Directors. The corporate headquarters for the
newly combined company will be in Milwaukee, Wisconsin. "We are
pleased to announce the closing of the merger between Merge eFilm
and Cedara Software Corp.," said Linden. "The combined company will
provide a comprehensive suite of medical imaging software
applications and professional services to help manage clinical and
business workflow for our customers. Additionally, the extensive
OEM supported research and development function of the new company
will further accelerate our entry into advanced visualization and
clinical application markets and ensure we stay on the leading edge
of imaging software development." About Merge eFilm Merge eFilm is
a global healthcare software and services company focused on
accelerating the productivity of imaging centers, small- to
medium-sized hospitals and clinics with a suite of RIS/PACS
products that more efficiently streamline, integrate and distribute
image and information workflow across the healthcare enterprise.
Since 1987, Merge eFilm has leveraged its healthcare integration
and connectivity experience to create workflow solutions that
improve our customers' productivity and enhance the quality of care
they provide. For more information about Merge eFilm's products and
services, visit our website at http://www.merge-efilm.com/ , or
call Beth Frost-Johnson, Senior Vice President-Marketing and
Strategic Planning, at 414-977-4254, email . About Cedara Software
Corp. Cedara Software Corp. is a leading independent provider of
medical imaging technologies. Cedara's software is deployed in
hospitals and clinics worldwide and is licensed by many of the
world's leading medical device and healthcare information
technology companies. Approximately 28,000 medical imaging systems
and 6,400 Picture Archiving and Communications System (PACS)
workstations have been licensed to date. Cedara recently acquired
eMed Technologies Corporation, widely known as a provider of
innovative PACS and teleradiology solutions that have been
installed in over 2,000 hospitals and imaging centers. Cedara is
quite unique in that it has technologies and expertise that span
all the major digital imaging modalities including computed
tomography (CT), magnetic resonance imaging (MRI), digital X-ray,
mammography, ultrasound, echo- cardiology, angiography, nuclear
medicine, positron emission tomography (PET) and fluoroscopy.
Furthermore, the Company's medical imaging offerings are used in
all aspects of clinical workflow including the capture of a
patient's digital image; the archiving, communication and
manipulation of digital images; sophisticated clinical applications
to analyze digital images; and even the use of imaging in
minimally-invasive surgery. For more information about Cedara's
products and services, visit our website at http://www.cedara.com/
, or call Jacques Cornet, Vice President of Marketing &
Operations, at (905) 672-2100 ext. 2564, email: .
http://www.newscom.com/cgi-bin/prnh/20030430/MRGELOGO
http://photoarchive.ap.org/ DATASOURCE: Merge eFilm; Cedara
Software Corp. CONTACT: Richard Linden, President & CEO,
+1-414-977-4665, or Scott Veech, Chief Financial Officer,
+1-414-977-4264, both of Merge eFilm; or Abe Schwartz, President
& CEO, +1-905-672-2101 x2000, or Brian Pedlar, Chief Financial
Officer, +1-905-672-2101 x2015, both of Cedara Software Corp. Web
site: http://www.merge-efilm.com/ http://www.cedara.com/
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