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PRESS RELEASEWednesday, March 16, 2005 IMAGIN Diagnostic Centres, Inc. to Distribute a Dividend in Kind of Cipher Holding, Inc. Common Shares to IMAGIN ShareholdersCipher Holding to Change its Name to “IMAGIN Molecular Corporation”TORONTO-March 16, 2005. IMAGIN Diagnostic Centres, Inc. (“IMAGIN”) today announced a planned distribution of 2 common shares of Cipher Holding, Inc. (“Cipher”) for each 1 common share of IMAGIN held by arms length IMAGIN shareholders. Certain founders have agreed to negotiate to take a lesser number of Cipher shares in exchange of less liquid IMAGIN assets. The distribution will be made subject to regulatory approval to shareholders on the distribution date of April 30, 2005. IMAGIN acquired the Cipher common shares as part of a transaction whereby IMAGIN traded a secured convertible debt position in Positron Corporation, a U.S.-based publicly traded manufacturer of PET scanners, for 30 million shares of Cipher Holding common shares to be issued from the treasury. IMAGIN intends to file a preliminary prospectus with the appropriate Canadian regulatory authorities to qualify the distribution of the Cipher shares. In addition, Cipher intends to make application to list its common shares on a Canadian stock exchange in connection with such filing. Cipher shares currently trade on the NASD Bulletin Board under the symbol CIHR.OB. Cipher has agreed to request approval from its shareholders to change its name to “IMAGIN Molecular Corporation” at its 2005 annual shareholders meeting. Cipher could be deemed a control corporate holder of Positron when, as and if certain elections are made which would allow the conversion of the debt position into Positron common shares. IMAGIN will continue to develop its initiatives in the PET scan centres business across Canada targeting diagnosis and staging for cancer and plan to additionally roll-out Cardiac PET scan centres in the USA and Canada to take advantage of Positron’s unique technology for PET scanning of the heart. IMAGIN has affiliated Canadian companies which operate PET scan facilities in Vancouver and Mississauga as well as early stage developmental PET centre initiatives in other Canadian cities. IMAGIN will also continue to develop opportunities in the radiopharmaceutical business across Canada through its affiliated company, Quantum Molecular Imaging, Inc. Positron Corporation is primarily engaged in designing, manufacturing, marketing and supporting advanced medical imaging devices utilizing positron emission tomography (PET) technology under the trade name POSICAM™ systems. POSICAM™ systems incorporate patented and proprietary technology for the diagnosis and treatment of patients in the areas of oncology, cardiology and neurology. POSICAM™ systems are in use at leading medical facilities, including the University of Texas -- Houston Health Science Center; Hadassah Hebrew University Hospital in Jerusalem, Israel; The Coronary Disease Reversal Center in Buffalo, New York; Emory Crawford Long Hospital Carlyle Fraser Heart Center in Atlanta; and Nishidai Clinic (Diagnostic Imaging Center) in Tokyo. Additional information may be found at http://www.positron.com/ Cipher Holding is the Parent of Cipher Multimedia a new Media Marketing Company that provides a Distribution Solution for publishers of digital content. Cipher Holding is looking to acquire significant, if not majority, positions in companies that can benefit from Cipher Multimedia's new Media Marketing approach. Cipher Holding has announced its intent to change its name to IMAGIN Molecular Corporation and to pursue strategic investments and development opportunities dedicated to PET scanning for the diagnosis of cancer, heart disease and neurological diseases. IMAGIN Diagnostic Centres, Inc. is a closely held developmental stage company dedicated to being the leader in bringing PET (“Positron Emission Tomography”) and PET/CT (“Computed Tomography”) technology to Canadians. A PET scan is the “gold standard” for the diagnosis and staging of cancer, heart and neurological conditions such as dementia, Alzheimer’s, etc. IMAGIN is negotiating joint ventures with private IMAGIN centers and hospitals for the financing, installation and management of PET scan facilities across Canada. IMAGIN has developed marketing programs focused on the patient acquisition function for PET scans across North America. IMAGIN is negotiating various transactions in order to establish a foothold in multiple Canadian markets. IMAGIN is located in Toronto, Ontario. RETURN TO IMAGIN PRESS RELEASE ARCHIVES 2005 |
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