EX-99.4 9 d72877_ex99-4.htm PRESENTATION MATERIALS

Exhibit 99.4

Annual Shareholder Meeting

October 30, 2007

 

Forward Looking Statements

The statements made in this document contain certain forward-looking statements. Words
such as “expects,” “intends,” “anticipates,” “plans,” “believes,” “seeks,” “estimates” or
variations of such words and similar expressions, are intended to identify such forward-
looking statements. The forward-looking statements contained in this release may involve
numerous risks and uncertainties, known and unknown, beyond the Company’s control.
Such risks and uncertainties may include: the ability of the Company to develop its
products; the ability of the Company to obtain regulatory and shareholder approval of a
merger with Bracco Diagnostics, Inc, satisfaction of all conditions required for successful
closing of the merger transaction, unexpected costs or liabilities resulting from the merger
transaction, and adverse impact on the Company’s business, if any, resulting from
uncertainty surrounding the merger transaction; future actions by the FDA or other
regulatory agencies, overall economic conditions, general market conditions, price
increases of raw materials and components, foreign currency exchange rate fluctuations
as well as the risk factors listed from time to time in the SEC filings of E-Z-EM, Inc.,
including but not limited to its Annual Report on Form 10-K for the fiscal year ended June
2, 2007 and its Form 10-Q for the quarter ended September 1, 2007. Consequently, actual
future results may differ materially from the anticipated results expressed in the forward-
looking statements, and investors are cautioned not to place undue reliance on the
forward-looking statements included in this release.

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EZEM Announcement

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EZEM announced today the signing of a merger agreement with

   Bracco Diagnostic Inc,

The merger agreement calls for Bracco Inc to acquire all of EZEM

  outstanding shares for $21.00/share with a total cash transaction value of

  $241M.

EZEM BOD approved the transaction and recommends adoption by the

  shareholders.

As noted in our press release, RBC supported the BOD over the last

  year and has provided a fairness opinion to the BOD.

BOD believes that this is the best way to provide for shareholder value.

Transaction is expected to close sometime in early ‘08 following

Shareholder approval and customary regulatory approval.

 

What does this mean in the market.

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EZEM, Bracco combination will provide a  comprehensive  set of Solutions

   for the Diagnostic Imaging market.

MR, CT, X-ray, OralContrast, Contrast delivery Systems, POC, NM,

Global Presence.

Ability to compete effectively in a highly competitive environment.

Merger of World Class Benefits.

 

Additional Information and Where to Find It

In connection with the proposed merger, a proxy statement of E-Z-EM, Inc and other
materials will be filed with the SEC. INVESTORS ARE URGED TO READ THE PROXY
STATEMENT AND MATERIALS WHEN THEY BECOME AVAILABLE BECAUSE THEY
WILL CONTAIN IMPORTANT INFORMATION ABOUT E-Z-EM, INC.  AND THE
PROPOSED MERGER TRANSACTION. The Proxy Statement and other relevant
materials, and any other documents filed by E-Z-EM, Inc.  with the SEC, may be
obtained free of charge at the SEC's web site at www.sec.gov. In addition, investors
may obtain free copies of the documents filed with the SEC by E-Z-EM, Inc. by
directing a written request to: E-Z-EM, Inc., 1111 Marcus Avenue, Suite LL26, Lake
Success, NY 11042, Attention: Chief Legal Officer. Investors are urged to read the
Proxy Statement and the other relevant materials before making any voting or
investment decision with respect to the proposed merger.

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Participants in the Solicitation

E-Z-EM, Inc., and its executive officers and directors may be deemed to be participants
in the solicitation of proxies from the shareholders of the Company in connection with
the proposed merger. Information about those executive officers and directors of E-Z-
EM, Inc. and their ownership of common stock of the Company is set forth in the
Company's Form 10-K for the fiscal year ended June 2, 2007, and the proxy statement
for the Company's 2007 Annual Meeting of shareholders, which was filed with the SEC
on September 28, 2007. More detailed information regarding the identity of potential
participants, and their direct or indirect interest, by securities or otherwise, will be set
forth in the proxy statement and other material to be filed with the SEC in connection
with the proposed transaction.

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