2008 | 2007 | 2006 | 2005 | 2004 | 2003 | 2002

Vasogen Announces Private Placement of US$40 Million of Senior Convertible Notes

Toronto, Ontario - October 07, 2005

Vasogen Inc. (NASDAQ:VSGN; TSX:VAS), today announced that its wholly-owned Irish subsidiary, Vasogen Ireland Limited (“Vasogen Ireland”), has signed definitive agreements to close a private placement of US$40 million senior convertible notes to several institutional investors. Vasogen Inc. and/or Vasogen Ireland will use the net proceeds from the sale of the notes to fund the ongoing development of its Celacade™ technology, to fund its drug development pipeline, including VP025, and for general corporate purposes.

The notes have a maturity date of two years from issuance, which may be extended to five years upon the occurrence of certain events and bear interest at a rate of 6.45% per annum. The notes are convertible at the investors’ option at any time into Vasogen Inc.’s common shares at a conversion price of US$3.00. The conversion price is subject to anti-dilution and other adjustments as provided in the notes.

Vasogen Ireland, at its option, may repay the principal amount in any combination of cash or common shares of Vasogen Inc. provided certain conditions are met. Vasogen Ireland will begin to repay the principal amount of the notes in equal monthly installments in the month following the date in which the Ontario Securities Commission clears the prospectus, covering the resale of the shares underlying the notes. Vasogen Ireland may, subject to certain conditions, from time to time elect to accelerate the amortization payments at its sole option. In connection with the private placement, Vasogen Inc. agreed to issue to the investors 3,333,333 five-year warrants to purchase Vasogen Inc. common shares at US$3.00 per share.

Vasogen Inc. has agreed to register the resale of the common shares issuable upon conversion of the notes and upon exercise of the warrants under the Securities Act of 1933, as amended (the “1933 Act”). The securities offered have not been registered under the 1933 Act and may not be offered or sold in the United States absent registration under the 1933 Act and applicable state securities laws or an applicable exemption from those registration requirements. Vasogen Inc. will file a material change report with the Ontario Securities Commission and a Form 6-K with the Securities and Exchange Commission, which will include the definitive documentation for the private placement.

About Vasogen
Vasogen is focused on the research and commercial development of technologies targeting the chronic inflammation underlying cardiovascular and neurological disease. The Company’s lead product, the Celacade™ technology, is currently in two pivotal phase III clinical trials designed to support regulatory approval in North America and commercialization in North America and Europe. The 550-patient pivotal phase III SIMPADICO trial, which is designed to further investigate the use of Celacade technology to improve intermittent claudication, a debilitating symptom associated with peripheral arterial disease, is being closed out at 50 centers in North America and is expected to report initial results in late 2005. The 2,400-patient pivotal phase III ACCLAIM trial, designed to further investigate the use of Celacade technology to reduce the risk of death and hospitalization in patients with advanced chronic heart failure, is fully enrolled and ongoing at 176 clinical centers in North America, Europe, and Israel. Vasogen is also developing a new class of drugs for the treatment of neuro-inflammatory disorders. VP025, which has completed phase I clinical development, is the lead product candidate from this new class of drugs.