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Merge eFilm and Cedara Software Corp announce that their
securityholders will vote on merger at May 24, 2005 meetings
MILWAUKEE, WI, and TORONTO, ON, April 26 /PRNewswire-FirstCall/ -- Merge
Technologies Incorporated (NASDAQ:MRGE), d.b.a. Merge eFilm, and Cedara
Software Corp. (NASDAQ:CDSW/TSX:CDE), today announced that the mailing to both
companies' securityholders of the definitive joint proxy statement and
management information circular in connection with their proposed merger
transaction will commence on or about April 26, 2005. In addition, Cedara has
confirmed that the Ontario Superior Court of Justice has granted an interim
order approving the holding of a special meeting for Cedara securityholders.
Cedara will hold a special meeting of its securityholders on May 24, 2005 to
vote on the companies' proposed merger. As part of its annual meeting to be
held on May 24, 2005, Merge eFilm's shareholders will vote on the companies'
proposed merger. Merge eFilm and Cedara shareholders of record at the close of
business on April 22, 2005 will be entitled to vote on the proposed merger.
Assuming Cedara securityholders and Merge eFilm shareholders approve the merger
transaction, final court approval will be required and sought from the Ontario
Superior Court of Justice on May 26, 2005. The transaction is expected to close
during the week of May 30, 2005.
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 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: .
Notice to Investors, Prospective Investors and the Investment
Community Cautionary Information Regarding Forward-Looking Statements
Statements in this press release regarding the proposed merger of Merge
Technologies, (d.b.a. Merge eFilm) and Cedara Software Corp. which are not
historical facts, including expectations of financial results for the combined
companies (e.g., projections regarding revenue, earnings, cash flow, cost
savings and future growth), are "forward-looking statements." All
forward-looking statements are inherently uncertain as they are based on
various expectations and assumptions concerning future events and they are
subject to numerous known and unknown risks and uncertainties which could cause
actual events or results to differ materially from those projected. Investors
are cautioned not to place undue reliance on these forward-looking statements
and any such forward-looking statements are qualified in their entirety by
reference to the following cautionary statements.
Certain factors that could cause Merge eFilm's and Cedara's results to differ
materially from those described in the forward-looking statements can be found
in the definitive proxy statement/management information circular filed with
the Securities and Exchange Commission. Merge eFilm and Cedara undertake no
obligation to publicly release the result of any revisions to these
forward-looking statements that may be made to reflect any future events or
circumstances.
Additional Information
Shareholders are urged to read the definitive joint proxy statement/management
information circular regarding the proposed transaction, because it contains
important information. Shareholders will be able to obtain a free copy of the
joint proxy statement/management information circular, as well as other filings
containing information about Merge eFilm and Cedara, without charge, at the
Securities and Exchange Commission's internet site (http://www.sec.gov/).
Copies of the joint proxy statement/management information circular and the
filings with the Securities and Exchange Commission that will be incorporated
by reference in the joint proxy statement/management information circular can
also be obtained, without charge, by directing a request to Merge eFilm's
Investor Relations Department at Merge eFilm's principal executive offices
located at 1126 South 70th Street, Suite S107B, Milwaukee, Wisconsin
53214-3151; telephone number (414) 977-4000. The respective directors and
executive officers of Merge eFilm and Cedara may be deemed to be participants
in the solicitation of proxies in respect of the proposed transaction.
Information regarding Merge eFilm's directors and executive officers is
available in the definitive joint proxy statement/management information
circular filed with the Securities and Exchange Commission, and information
regarding Cedara's directors and executive officers is available in the
definitive joint proxy statement/management information circular filed with the
Securities and Exchange Commission.
DATASOURCE: Cedara Software Corp.
CONTACT: Merge eFilm: Scott Veech, Chief Financial Officer,
(414) 977-4264; Cedara Software Corp.: Brian Pedlar, Chief Financial Officer,
(905) 672-2101 x2015;
To request a free copy of this organization's annual report, please go to
http://www.newswire.ca/ and click on reports@cnw.