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VaxGen and diaDexus Complete Merger


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VaxGen, Inc. has announced the completion of its merger transaction with diaDexus, Inc., a diagnostics company focused on the development and commercialization of patent-protected in vitro diagnostic products addressing unmet needs in cardiovascular disease.

As consideration in the transaction, VaxGen issued approximately 19,960,534 shares to certain diaDexus stockholders and officers.

As a result, VaxGen now has 53,067,057 shares of common stock issued and outstanding, of which pre-transaction diaDexus stockholders and officers own approximately 38% and pre-transaction VaxGen stockholders continue to own approximately 62%. diaDexus, LLC (as the successor entity to diaDexus, Inc. in the transaction) will operate as a wholly-owned subsidiary of VaxGen.

"The Board of Directors and I are very pleased to announce the completion of this transaction," said Patrick Plewman, the new President and Chief Executive Officer of VaxGen. "We believe the company has the opportunity for strong revenue growth based on the potential of the PLAC Test and on the cash assets that are being combined in this merger. The PLAC ELISA Test for Lp-PLA2 is the only blood test cleared by the FDA to assess risk for coronary heart disease and ischemic stroke, the #1 and #3 cause of death, respectively, in the United States."

Effective upon the closing of the transaction, VaxGen's board was reconstituted and new officers were appointed. Patrick Plewman will serve as President and Chief Executive Officer, David J. Foster will serve as Executive Vice President, Chief Financial Officer and Secretary, Robert L. Wolfert will serve as Executive Vice President and Chief Scientific Officer, and Bernard M. Alfano will serve as Executive Vice President and Chief Commercial Officer. The new VaxGen Board of Directors is comprised of Patrick Plewman, Louis C. Bock, Charles W. Patrick, Lori F. Rafield and James P. Panek.
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