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

VANCOUVER, British Columbia, Dec. 17, 2024 (GLOBE NEWSWIRE) — 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 (“Odyssey”) dated May 29, 2023 (the “Indenture”), certain holders (each, a “Debentureholder”) of 12.0% 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 November 28, 2024 (the “Interest Payment Date”) and, in connection therewith, the Company has entered into a debt settlement agreement with Odyssey as of the date hereof. Approximately $20,500 of the interest payable under the Debentures will be settled by the issuance of Common Shares with the remaining amount to be settled in cash.

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 and policies of the TSX Venture Exchange (the “TSXV”), by dividing the interest payable in cash on the Interest Payment Date by the Discounted Market Price (as defined in the policies of the TSXV) of $0.10 as of the date of this press release.

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

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 TSXV has neither approved nor disapproved the content of this press release. Neither the TSXV nor its Regulation Services Provider (as that term is defined in policies of the TSXV) 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.