Rakovina Therapeutics

Rakovina Therapeutics Announces Debentureholder Election to Receive Shares in Partial Satisfaction of Debenture Interest Payment Obligations

FOR IMMEDIATE RELEASE 

All monetary figures listed in Canadian Dollars. 

May 24, 2024, Vancouver, British Columbia– Rakovina Therapeutics Inc. (“Rakovina” or the “Company”) (TSX-V: RKV) announces that in accordance with the terms of an indenture entered into between the Company and Odyssey Trust Company dated May 29, 2023 (the “Indenture”), certain holders (each, a “Debentureholder”) of 12.0 per cent unsecured convertible debentures of the Company (the “Debentures”) have elected to receive common shares of the Company (the “Common Shares”) in lieu of cash in partial satisfaction of an aggregate total of approximately $91,000 interest payable to all holders of the Debentures on May 29, 2024 (the “Interest Payment Date”). Approximately $31,000 of the interest payable under the Debentures will be settled by the issuance of Common Shares with the remaining $60,000 to be settled in cash on or about the Interest Payment Date.  

The number of Common Shares to be issued to those Debentureholders who have elected to receive Common Shares in lieu of cash interest payment will be determined in accordance with the terms of the Indenture, by dividing the interest payable in cash on the Interest Payment Date by the greater of (i) the five (5) day volume weighted average trading price of the Common Shares on the TSX Venture Exchange (the “TSXV”) for the five (5) trading days immediately prior to the Interest Payment Date (being the five (5) trading days from May 22, 2024 to May 28, 2024) and (ii) the Discounted Market Price (as defined in the policies of the TSXV) on May 28, 2024.  

The issuance of the Common Shares in lieu of cash is subject to the terms and conditions of the Indenture as well as the receipt of all requisite approvals, including, without limitation, the approval of the TSXV. 

Other Company News 

The Company also announced that it has entered into an agreement with IR Labs Inc., of Vancouver, British Columbia, (“irlabs”) to provide the Company with investor relations and communication services. Pursuant to the agreement with irlabs dated April 1, 2024, irlabs has agreed to provide investor relations and communications services to the Company in exchange for a monthly fee of $15,000. 

The services include developing and managing an investor relations and communications program including public relations and media, social media, capital markets advisory and stakeholder relations. The term of the agreement is for a period of 12 months, ending March 31, 2025, subject to extension by mutual agreement. The Company is at arm’s length from irlabs, and compensation payable to irlabs does not include any securities in the Company nor does irlabs currently own any securities in the Company. Irlabs contact information: Alyssa Barry, Principal and Co-Founder, 400-22 E 5th Ave, Vancouver, BC, V5T 1G8, [email protected], 1-833-947-5227. The agreement remains subject to acceptance by the TSX Venture Exchange. 

“We are excited to partner with irlabs to enhance our engagement with both retail and institutional investors,” said Rakovina Therapeutics Executive Chairman Jeffrey Bacha. “This collaboration will enable us to amplify our communication strategies and tap into new networks to support the Company’s growth.” 

Additional details regarding the Debentures can be found in the Company’s news releases dated May 1, 2023, and May 29, 2023, available under the Company’s profile on SEDAR+ at www.sedarplus.ca.  

The TSX-V has neither approved nor disapproved the content of this press release. Neither the TSX-V nor its Regulation Services Provider (as that term is defined in policies of the TSX-V) accepts responsibility for the adequacy or accuracy of this release. 

About Rakovina Therapeutics Inc.  

Rakovina Therapeutics Inc. is focused on the development of new cancer treatments based on novel DNA-damage response technologies. The Company has established a pipeline of novel DNA-damage response inhibitors with the goal of advancing one or more drug candidates into human clinical trials and obtaining marketing approval for new cancer therapeutics from Health Canada, the United States Food and Drug Administration and similar international regulatory agencies. Further information may be found at www.rakovinatherapeutics.com.  

Cautionary Statement Regarding Forward-Looking Information 

This press release may contain “forward-looking statements” regarding the Company and its respective business within the meaning of applicable Canadian securities laws, including, without limitations, statements regarding: the Company’s objectives, goals or future plans regarding its cancer treatments; the total interest payable under the Debentures, including the amounts to be settled in cash and through the issuance of Common Shares; the price of the Common Shares to be issued in cash and the receipt of all regulatory approvals in connection therewith, including the approval of the TSXV. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management, are inherently subject to significant business, economic and competitive uncertainties, and contingencies. Often, but not always, forward-looking statements can be identified by the use of words such as “plans”, “is expected”, “expects”, “scheduled”, “intends”, “contemplates”, “anticipates”, “believes”, “proposes” or variations (including negative variations) of such words and phrases, or state that certain actions, events, or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. 

The forward-looking events and circumstances discussed in this press release may not occur by certain specified dates or at all and could differ materially as a result of known and unknown risk factors and uncertainties affecting the Company, including risks regarding the medical device industry, economic factors, regulatory factors, the equity markets generally and risks associated with growth and competition. Although the Company has attempted to identify important factors that could cause actual actions, events, or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events, or results to differ from those anticipated, estimated or intended. No forward-looking statement can be guaranteed. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and the Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise. The reader is referred to the Company’s most recent filings on SEDAR for a more complete discussion of all applicable risk factors and their potential effects, copies of which may be accessed through the Company’s profile page at www.sedar.com. 

For Further Information Contact: 

David Hyman, Chief Financial Officer 

[email protected] 

Invest Relations & Media 

Ira M. Gostin 

[email protected] 

775-391-0213 

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