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PRESS RELEASEIMAGIN Diagnostic Centres, Inc. Increases Its Tender Bid for Laser Rejuvenation to $0.25 per Share Plus a Warrant to Bring Its Position to 33% up to 49%$0.25 per Share Exceeds Insider Bid on “Going Private” Bid of $0.155 by 61%TORONTO-August 29, 2003-IMAGIN Diagnostic Centres, Inc. (“IMAGIN”) has Fedexed to all registered shareholders of Laser Rejuvenation Clinics, Inc. (“Laser”) shareholders today a “Notice of Variation” increasing the cash portion of its bid to $0.25 per share from $0.22 per share. IMAGIN’s cash bid is 61% better than that of Dr. Tom Woo, the founder and control person of Laser who has a $0.155 bid that expires on Tuesday September 2, 2003 at midnight Calgary time. Dr. Woo’s recent press release failed to emphasize that shareholders can withdraw from his $0.155 bid by calling Olympia Trust at 1-800-727-4493 or their broker or to facilitate, call IMAGIN Diagnostics at 1-866-328-2390. The Laser stock last traded in the open market on the TSX Venture Exchange at $0.27 per share. IMAGIN financed by its affiliate Stampede Partners, LLP has a guaranteed minimum to acquire 436,500 Laser shares which would bring them to 33% or 600,000 shares (including shares already owned ) of the 1,810,315 share capitalization, up to a maximum of 736,500 Laser shares or 49% and 900,000 Laser shares (including shares already owned). IMAGIN will file the Notice of Variation and this press release on SEDAR as soon as possible. The two-man independent member Board of Laser has decided to recommend the $0.155 bid made by the third Board member Dr. Woo, even though IMAGIN’s bid is substantially higher for reasons that they list on SEDAR and to which IMAGIN will respond in the SEDAR filing. The IMAGIN bid is now 61% higher considering the cash portion only. IMAGIN has asked the Board including Dr. Woo to recommend IMAGIN’s offer. The reasons that all Board members should recommend IMAGIN’s bid are:
The IMAGIN offer is a bona fide offer at $0.25 per share cash consideration plus the value of the warrant which dramatically exceeds that of Dr. Woo’s “going private” bid of $0.155 by in excess of 61%. In the public market Laser common shares last traded at $0.27 or 74% over the cash bid of Dr. Woo. The independent Directors accepted the $0.155 bid on 177,981 shares on their lock-up agreement even though IMAGIN believes there are technical outs from the agreement. IMAGIN does not believe that the independent Directors or Dr. Woo in his role as a director and a fiduciary have any arms-length reason to recommend that shareholders accept the $0.155 insider bid. Laser Rejuvenation is a public company governed by the rule and mores of public trading markets. A $0.25 cash bid (or a $0.27 public trade) is always better than a $0.155 cash bid for those shareholders that tendered and are accepted. IMAGIN has asked all Laser Directors to support its $0.25 per share cash bid and its LRC.a warrant component. 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. IMAGIN is negotiating joint ventures with private imaging centers and hospitals for the financing, installation and management of PET scan facilities across Canada. IMAGIN has a control position in Scans For Life, an early-stage marketing company focused on the patient acquisition function for CT and PET scans in the USA. 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 2003 |
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