Rakovina Announces Closing of $1 Million Debenture Unit Private Placement and Debt Settlement Agreements

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VANCOUVER, British Columbia, March 05, 2026 (GLOBE NEWSWIRE) — Rakovina Therapeutics Inc. (TSX-V: RKV; FSE: 7JO0) (“Rakovina” or the “Company”), a biopharmaceutical company advancing innovative cancer therapies through AI-powered drug discovery, is pleased to announce closing of its previously announced non-brokered private placement of convertible debenture units (“Debenture
Units”) for aggregate gross proceeds of $1,000,000 (the “Debenture Private Placement”). The Company also announces that it has entered into the previously announced debt settlement agreements with holders of the 12.0% unsecured convertible debentures of the Company (the “Existing
Debentures”) to settle an aggregate outstanding debt of $1,587,130.59 (the “Settled Amount”), comprised of a principal amount of $1,454,000.00 and accrued interest of $133,130.59 as at March 5, 2026. In full satisfaction and settlement of the Settled Amount, the Company has agreed to issue (i) an aggregate of approximately 3,265,585 common shares in the capital of the Company (each, a “Settlement Share”) at a deemed price of $0.12 per share, and (ii) 12.0% unsecured convertible debentures of the Company (the “Replacement Debentures”) in the aggregate principal amount of $1,195,259.99, together with 2,390,519 common share purchase warrants (“Warrants”). Closing of the debt settlement transactions is expected to occur on or about March 9, 2026.

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Debenture Unit Private Placement

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The Debenture Units were issued at a price of $50,000 per Debenture Unit and each such Debenture Unit was comprised of (i) one unsecured convertible debenture (a “New
Debenture”) in the principal amount of $50,000, and (ii) 100,000 Warrants. Each Warrant will entitle the holder to purchase one common share in the Company (a “Common
Share”) at an exercise price of $0.20 per share until January 28, 2029, subject to customary adjustments.

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The principal amount of each New Debenture shall be repayable on January 28, 2029 (unless earlier converted) and will accrue interest at a rate of 12% per annum, payable semi-annually in cash, or at the option of the holder, common shares. Until the principal amount is repaid, the holder shall have the option to convert the principal amount of the New Debenture into Common Shares at a conversion price of $0.20 per share, subject to customary adjustments.

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The Company intends to use the proceeds of the Debenture Private Placement to provide near-term working capital to support ongoing corporate activities and strategic initiatives while the Company continues to evaluate longer-term financing alternatives.

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The issuance of the New Debentures and Warrants is subject to the receipt of all requisite approvals, including, without limitation, the final approval of the TSX Venture Exchange (the “TSXV”). All securities issued pursuant to the Debenture Private Placement will be subject to a statutory hold period of four months and one day from the date of issuance, in accordance with applicable Canadian securities laws.

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Debt Settlement

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The Company offered holders of the Existing Debentures the opportunity to elect to receive Settlement Shares or Replacement Debentures in settlement of the amounts outstanding thereunder. Certain holders of Existing Debentures have agreed to settle an aggregate amount of $391,870.60 (which amount is comprised of an aggregate principal amount of $359,000.00, together with interest accrued thereon) for an aggregate of 3,265,585 Settlement Shares, with the remaining holders having agreed to settle an aggregate amount of $1,195,259.99 (which amount is comprised of an aggregate principal amount of $1,095,000.00, together with interest accrued thereon) through the issuance of Replacement Debentures and Warrants. The Replacement Debentures and Warrants to be issued pursuant to the debt settlement transactions will have substantially similar terms as the New Debentures and Warrants issued pursuant to the Debenture Private Placement described above.