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VentriPoint Diagnostics completes business combination with Luca Capital

Fasken
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Client

VentriPoint Diagnostics

On September 18, 2007, Luca Capital Inc. ("Luca"), announced the completion of its Qualifying Transaction, being the business combination (the "Business Combination") of Luca with VentriPoint, Inc. ("VentriPoint"). The Qualifying Transaction involved the business combination between Luca Capital and VentriPoint and a change in the name of Luca to "VentriPoint Diagnostics Ltd." Holders of VentriPoint securities received an aggregate of 15,361,786 common shares of the resulting corporation, as well as 2,254,572 replacement warrants, 1,589,540 replacement options and 152,380 agent's options. The existing shareholders of Luca received 8,866,666 common shares of the resulting corporation in exchange for their Luca shares. VentriPoint Diagnostics is a clinical diagnostic company seeking to commercialize innovative and patented image analysis and related technology developed by the University of Washington. Applying this technology, VentriPoint is attempting to develop a breakthrough diagnostic tool for the rapid and cost effective measurement of a heart's volume and blood flow, which technology, together with its associated online per-use service, will be extendable to a variety of heart related disease states. VentriPoint was advised in these matters by a team from Fasken Martineau that included Blair Horn, Andrey Schmidt and Jason Mudge.

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