Retraction: Earlier I said the 13D never denied

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The Company claims that in May 2020, IncellDx, via Dr. Patterson, proposed that CytoDyn acquire IncellDx for $350 million in cash and stock. The Company further claims that this offer was rejected by CytoDyn and that Mr. Beaty and Dr. Patterson are now leading an effort to replace a majority of the Board for the purpose of actualizing this transaction. These claims are entirely false and misleading. Contrary to what is stated in the lawsuit, on a telephone call on May 8, 2020 between Dr. Pourhassan, Dr. Kelly, Dr. Patterson, Mr. Beaty and IncellDx’s counsel, Shearman & Sterling LLP, CytoDyn requested that IncellDx submit a proposal to the Company outlining the terms upon which Incelldx might be willing to be acquired by CytoDyn. IncellDx’s financial advisor, Moelis & Company, prepared a confidential proposal, which was submitted by Dr. Patterson to Dr. Pourhassan by e-mail on May 22, 2020 (this proposal set forth performance and revenue milestones that were required to be met before the consideration approached anywhere close to the $350 million the Company so definitively claims). No further discussions ensued. Given the perfunctory nature of the discussions that led nowhere, the Participants do not believe that this was required to be disclosed in the proxy statement. Moreover, and importantly, there is no intention on the part of the Nominees to pursue any such or similar acquisition transaction with IncellDx if elected to the Board.

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