Migenix averts proxy contest; reaches agreement with DJohnson holdings

Tuesday, August 12, 2008 General News
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VANCOUVER, Aug. 11 /PRNewswire-FirstCall/ - MIGENIX Inc. ("MIGENIX") announced today that it has reached an agreement with DJohnson Holdings Inc. ("DJohnson"), a significant shareholder of MIGENIX, that will avoid a proxy contest at MIGENIX's annual meeting of shareholders scheduled for October 31, 2008. As part of the agreement, MIGENIX has reduced the size of its board of directors from seven members to five and accepted the resignations of the following directors: David Scott, James DeMesa, Steven Gillis, Colin Mallet and Michael Abrams. The new board will be comprised of two members from the incumbent board, Pieter Dorsman and Alistair Duncan, and the following DJohnson nominees:

Douglas Johnson - Mr. Johnson has over 30 years of experience in the financing of both public and private companies. Mr. Johnson has operated Canfund Ventures Corporation ("Canfund") since 1982 as chief executive officer and president. Canfund is a venture investor specializing in microcap and start-up companies and has extensive investments in resources and technology companies. Mr. Johnson is the president, chief executive officer and a director of Foundation Resources Inc., and is also a director of both Search Capital Inc. and Ridgeline Energy Services Inc., formerly Gavwest Resources Ltd., all of which are listed on the TSX Venture Exchange.

Bruce Schmidt - Mr. Schmidt is a founder and chief executive officer of a University of British Columbia spin-off biotechnology company focused on novel compounds for the treatment of various cancers and neurological disorders. In 2000, Mr. Schmidt helped found Genome British Columbia, a life-sciences research institute with the objective of building world class genomics capabilities for British Columbia. Mr. Schmidt has also served as a director for a number of high-tech and biotech companies in Canada. Previous activities include acting as a director of the Canadian Healthcare Licensing Association and chairman of LifeSciences British Columbia (formerly BCBiotech).

Andrew Rae - Mr. Rae is the chief executive officer and president of iCo Therapeutics Inc., an ocular development company he co-founded in 2005. Mr. Rae has spent a decade in the biotechnology industry, formerly as chief financial officer with Ability Biomedical Corporation. Mr. Rae has also served as vice president, Finance and Corporate Affairs at Active Pass Pharmaceuticals. Previously, Mr. Rae served as biotechnology equities analyst at Goepel Shields & Partners (now Raymond James Ltd.), covering Canadian biotechnology stocks.

To facilitate a resolution between the parties, Dr. James DeMesa has also agreed to resign as president and chief executive officer of MIGENIX effective immediately. Bruce Schmidt has been appointed as interim president and chief executive officer of MIGENIX.

Dr. Jim DeMesa, resigning president and chief executive officer of MIGENIX, commented: "We are pleased a solution between MIGENIX and DJohnson has been reached. As a result of a detailed assessment of MIGENIX's current financial condition, the opportunities which lie ahead, and the standby commitment for a rights offering that has been made by DJohnson, the board determined that a settlement with DJohnson was in the best interests of shareholders."

Doug Johnson, president of DJohnson, stated, "I am glad the impending proxy battle has been resolved. I am pleased to have myself, Bruce Schmidt and Andrew Rae join the board of directors to help guide MIGENIX in realizing its objectives. Our agreement with MIGENIX increases shareholder representation on our board and is consistent with our commitment of accountability to shareholders."

As a first step, the new board will concentrate its efforts on raising additional capital to finance MIGENIX's pipeline projects and for general working capital purposes. Doug Johnson commented, "We are committed to raisin

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