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Published on 12/7/2005 in the Prospect News PIPE Daily.

New Issue: Visiphor plans private placement for up to C$5.5 million

By Sheri Kasprzak

New York, Dec. 7 - Visiphor Corp. said it arranged a private placement for up to C$5,500,125.

The company plans to sell up to 12,222,500 subscription receipts at C$0.45 each.

The receipts are exchangeable on a one-for-one basis for units of one share and one half-share warrant. The whole warrants are exercisable at C$0.50 each for one year.

The company completed a similar offering on Nov. 30, selling 8,963,034 receipts under the same terms through agents Blackmont Capital Corp. and Canaccord Capital Corp. The agents in the most recent offering could not be determined.

Proceeds will be used for Visiphor's acquisition of Sunaptic Solutions Inc., a company that develops Microsoft technologies for the health care and financial services sectors.

Based in Burnaby, B.C., Visiphor provides data systems for law enforcement.

Issuer:Visiphor Corp.
Issue:Subscription receipts exchangeable for units of one share and one half-share warrant
Amount:C$5,500,125
Receipts:12,222,500
Price:C$0.45
Warrants:One half-share warrant per unit upon exchange
Warrant expiration:One year
Warrant strike price:C$0.50
Pricing date:Dec. 7
Stock price:C$0.375 at close Dec. 7

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