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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/