Rakovina Therapeutics also announced that it will issue approximately thirty (30) unsecured $50,000 convertible debenture units to a select group of investors for gross proceeds of approximately $1,500,000. The principal amount of the Debenture shall be repayable in 30 months (unless earlier converted or redeemed) and carries a 12% interest rate (the "Debenture"). The Company will also issue 100,000 non-transferable share purchase warrants (the "Warrants") in conjunction with each $50,000 Debenture, each Warrant being exercisable into one common share at a price of $0.15 per share for 30 months. The Debenture holders will have the right to convert the principal amount of the Debenture into common shares of the Company at a conversion price of $0.20 per share.

"Securing this debenture financing on these favorable terms in these challenging financial markets when our shares have been trading in the $0.13-0.15 range was strategic to reduce our cost of capital and minimize dilution. We are pleased to have the support of our investors as these funds will allow us to continue our research, development, and IND-enabling activities beyond the next twelve months," said David Hyman, Rakovina Therapeutics’ chief financial officer.

“The Rakovina Therapeutics team is committed to developing new treatments that will improve outcomes for cancer patients,” said Rakovina Therapeutics executive chairman, Jeffrey Bacha. “Our recent advancements are a testament to the dedication of our research team and to the potential of our portfolio of novel DNA-damage response inhibitor technologies to meet this challenge.”

Recent Highlights and Recent Developments

• On April 19, 2023, we presented new preclinical in vitro and in vivo data at the annual meeting of the American Association of Cancer Research (AACR) demonstrating the potential of our kt-3000 series to treatment-resistant cancers including Ewing sarcoma, a rare childhood tumor.
• On March 30, 2023, we announced the engagement of Red Cloud Securities and Proactive Investors Nort America Inc as part of our evolving strategy to improve trading liquidity and increase awareness of our next-generation cancer therapy development pipeline.
• On March 23, 2023, we announced the extension of the expiry of 11,414,750 common share purchase warrants from March 24, 2023, to March 24, 2024. The exercise price of each warrant remains at $0.40.
• On March 22, 2023, we announced the receipt of $122,865 in non-dilutive finding from the National Research Council of Canada industrial Research Assistance Program.
• On March 17, 2023, we presented new preclinical data describing progress in our lead optimization activities for our novel kt-3000 series at the EACR-AACR Basic and Translational Research Conference.
• On January 26, 2023, we announced that our president & chief scientific officer presented an address at the 6th Annual DDR-Inhibitors Summit describing research results supporting the activity of kt-3000 series drug candidate in pre-clinical models of Ewing sarcoma.
• On November 14, 2022, we announced the publication of a manuscript entitled “A bi-functional PARP-HDAC inhibitor with activity in Ewing sarcoma”. We believe data presented in the manuscript provides proof-of-concept to support advancement of kt-3000 lead candidates based on their potential to address unmet medical needs in the treatment of Ewing sarcoma and potentially other cancers including leukemia, breast cancer, liver cancer, glioblastoma, prostate cancer and anaplastic thyroid cancer.
• On October 28, 2022, we presented preclinical data related to our kt-3000 series at the 34th EORTC-NCI-AACR on Molecular Targets and Cancer Therapeutics in Barcelona, Spain.
• On June 23, 2022, we announced the results of our annual general meeting at which all four members of the Company’s board of directors were re-elected by the shareholders of the company. Additional result from the meeting included the approval of the company’s appointed auditor, approval of our amended and restated omnibus equity incentive plan and disinterested shareholders approved certain amendments to our existing escrow agreement dated June 5, 2019.
• On May 11, 2022, we presented preclinical data on our kt-3000 series lead candidate demonstrating novel bi-functional mechanism as a potential treatment for Ewing sarcoma and other soft-tissue tumors at the 2022 AACR Special Conference on Sarcomas.
• On April 11, 2022, we presented preclinical data supporting potential broad anti cancer activity of our novel kt-4000 series drug candidates at the American Association of Cancer Research (AACR) annual meeting.
• On January 27th, 2022, Rakovina Therapeutics’ president and chief scientific officer participated as an expert panelist at the 5th Annual DDR, ATR and PARP Inhibitors Summit along side senior scientists from AstraZeneca and the National Brain Tumor Society to discuss insights and future directions for DDRi in the treatment of Cancer. The DDR, ATR and PARP Inhibitors Summit brought together industry and academic experts focused on advancing new and novel next-generation DNA-damage repair inhibitors.

Summary Financial Results for the fourth quarter and year ended December 31, 2022

The Company commenced operations on March 25, 2021, concurrent with the closing of the qualifying transaction with Vincero Capital Corp. and began trading on the Toronto Venture Exchange under the symbol RKV on April 1, 2021. At December 31, 2022, the Company had positive working capital of approximately $962,553.

For the three- and twelve-months ending December 31, 2022, the Company reported a net loss of $647,426 and $2,791,234, respectively. Research and development operating expenses were $497,739 and $1,949,201 for the three and twelve months ended December 31, 2022, respectively. General and administrative expenses were $155,120 and $868,278 for the three- and twelve-months ending December 31, 2022, respectively. Total cash operating expenses related to research and development and general and administrative expenses for the three and twelve months ended December 31, 2022, were $475,500 and $2,022,836, respectively.

Rakovina Therapeutics’ financial statements as filed with SEDAR can be accessed from the Company’s website at: https://www.rakovinatherapeutics.com/corporate-profile/

Closing of the Company’s debenture offering is subject to all necessary regulatory approvals including acceptances from securities regulators and the TSX Venture Exchange.

Neither the Debenture or Warrants have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and such securities may therefore not be offered or sold in the United States or to or for the account or benefit of a person in the United States or a U.S. Person (as defined in Regulation S of the U.S. Securities Act) absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the debenture units in any jurisdiction in which such offer, solicitation or sale would be unlawful.