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VirnetX Prices Offering

SCOTTS VALLEY, Calif., Jan. 27 /PRNewswire-FirstCall/ -- VirnetX Holding Corporation (Amex: VHC), a leader in secure real-time communications and collaborations technology, has priced its underwritten public offering of 2,200,000 shares of common stock and warrants to purchase 3,300,000 shares of common stock. The purchase price for each share of common stock and associated warrants is $1.50.

For each share purchased at the closing of the offering, an investor will receive a warrant to purchase 0.5 shares of VHC common stock at $2.00 per share, a warrant to purchase 0.5 shares of VHC common stock at $3.00 per share and a warrant to purchase 0.5 shares of VHC common stock at $4.00 per share. All warrants will be exercisable on or after the applicable closing date of the offering through and including the 18-month anniversary of the closing date. All warrants will also include a call feature that gives VHC the right to require the holder of the warrant to exercise the warrant when VHC's average closing stock price over five consecutive trading days is equal to or exceeds two times the applicable warrant's purchase price, failing which the warrant will expire.

VHC's common stock is currently listed on the NYSE Alternext US Exchange under the symbol "VHC." The closing has been scheduled for January 30, 2009. After fees and offering expenses, VHC will receive net proceeds of approximately $2.3 million. The company intends to use the proceeds to fund product development, pursue its litigation strategy and for general working capital needs.

Gilford Securities Incorporated acted as underwriter in this offering. VHC has granted the underwriter a 45-day option to purchase at the public offering price up to 330,000 additional shares and warrants to purchase up to an additional 165,000 shares at an exercise price of $2.00 per share, an additional 165,000 shares at an exercise price of $3.00 per share and an additional 165,000 shares at an exercise price of $4.00 per share, to cover over-allotments.

A registration statement on Form S-1 relating to these securities has been declared effective by the SEC as of 4:30 p.m. on January 26, 2009. This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

This press release may contain certain forward-looking statements that reflect the current views and/or expectations of VHC with respect to future events and the use of proceeds from the offering. Such statements are subject to a number of risks, uncertainties and assumptions. Actual results and events may vary significantly.

SOURCE VirnetX Holding Corporation

CONTACT: Rudy Barrio (Investors), Allen & Caron, +1-212-691-8087, r.barrio@allencaron.com; Sameer Mathur, VirnetX Holding Corporation, +1-831-438-8200, sameer_mathur@virnetx.com