DIAGNOS Inc. ("DIAGNOS") (TSX VENTURE:ADK), a leader in healthcare technical
services including, screening, software and algorithm development, data
analysis, and image processing, is pleased to announce that the Corporation has
signed a binding letter of agreement ("Letter of Agreement") with Warnex Inc.
("WARNEX") (TSX VENTURE:WNX.H) pursuant to which WARNEX will merge with a
wholly-owned subsidiary of DIAGNOS (the "Transaction").


Upon the closing of the Transaction, shareholders of WARNEX will receive one
common share of DIAGNOS for each common share of WARNEX held. For the purposes
of the Transaction, each of the DIAGNOS common shares and the WARNEX common
shares have been attributed a value of $0.08 per share. Each shareholder of
WARNEX and of DIAGNOS will, upon the closing of the Transaction, also be
entitled to receive an additional half-warrant for each WARNEX common share or
DIAGNOS common share held. Each whole warrant will be exercisable into one
common share of DIAGNOS at an exercise price of $0.10 per share for a period of
twelve months following the closing of the Transaction. The current holders of
WARNEX warrants will receive one warrant of DIAGNOS for each warrant of WARNEX
held.


The valuation of WARNEX common shares will be subject to final adjustment based
upon the final net cash attributable to WARNEX. It is expected that, upon
closing of the Transaction, the security holders of WARNEX will hold, in the
aggregate, common shares and warrants of DIAGNOS representing approximately
27.96% of the issued and outstanding shares of DIAGNOS on a fully-diluted basis
and the shareholders of DIAGNOS will hold, in the aggregate, common shares of
DIAGNOS representing approximately 72.04% of the issued and outstanding shares
of DIAGNOS on a fully-diluted basis.


"We are truly excited with this merger with WARNEX, as the future growth and
success of DIAGNOS has fundamentally shifted from mining to the health care
market. This transaction is supported by Persistence Capital Partners ("PCP"),
Canada's leading healthcare private equity firm, which holds approximately 52%
of the issued and outstanding shares of WARNEX. PCP has a demonstrated track
record of operating and growing healthcare businesses and DIAGNOS looks forward
to their experience, advice and support," stated Andre Larente, DIAGNOS
President. One of PCP's professionals is expected to be nominated to the Board
of Directors of DIAGNOS immediately following the completion of the Transaction.


The Letter of Agreement can be terminated in certain circumstances including,
without limitation, (i) if either party is not satisfied with the results of its
due diligence investigation, (ii) if the board of directors of WARNEX does not
obtain a favourable fairness opinion by its financial advisors in respect of the
Transaction; or (iii) if the parties fail to enter into a Definitive Agreement
on or before May 30, 2014 (or such other date as the parties may agree to).


This Transaction is subject to certain closing conditions including, without
limitation, (i) receipt of all necessary approvals and consents, (including but
not limited to, the approval of the TSX Venture Exchange; and (ii) approval by
the requisite majority of the shareholders of WARNEX at a special meeting of
shareholders. 


All monies quoted in this press release shall be stated in lawful money of Canada. 

About DIAGNOS

Founded in 1998, DIAGNOS is a publicly traded Canadian corporation, with a
mission to commercialize technologies combining contextual imaging and
traditional data mining thereby improving decision making processes. DIAGNOS
offers products, services, and solutions to clients in a variety of fields
including healthcare and natural resources.


Forward-looking information

This document contains forward-looking information. There can be no assurance
that forward-looking information will prove to be accurate, as actual results
and future events could differ materially from those anticipated in these
statements.

Neither the TSX Venture Exchange nor its Regulation Service Provider (as that
term is defined in the policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release.


For further information on DIAGNOS, please visit our website at www.diagnos.com
or the SEDAR website at www.sedar.com 


FOR FURTHER INFORMATION PLEASE CONTACT: 
Andre Larente
President
Tel. : (450) 678-8882 ext 224

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