Proposed $1.0 Million Convertible Debenture and Warrant Financing and
Concurrent Common Share Private Placement Up to $1.0 Million
Intended to Support Near-Term Operations
VANCOUVER, British Columbia, Feb. 20, 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 that its previously announced financing has been upsized up to approximately $2 million.
On January 27th, the Company announced that it has reached an agreement in principle with an existing investor to invest an additional $1.0 million in the Company by way of a non-brokered private placement (the “Debenture Private Placement”) of an unsecured convertible debenture and two million common share purchase warrants. The Company anticipates that key terms of the convertible debenture would include:
- a maturity date of January 28, 2029;
- a conversion price of $0.20 per common share; and
- an interest rate of 12% per annum payable semi-annually in cash.
Each warrant would be exercisable at $0.20 per common share until January 28, 2029, subject to customary adjustments. A subsequent news release will be issued in connection with the Debenture Private Placement once financing terms have been finalized.
Concurrently with the Debenture Private Placement, the Company proposes to offer up to 8,333,334 common shares at a price of $0.12 per share for additional gross proceeds of up to approximately $1.0 million by way of a non-brokered private placement (the “Common Share Private Placement” and, together with the Debenture Private Placement, the “Private Placements”). As consideration for services provided in connection with the Common Share Private Placement, the Company may pay a finder’s fee to certain eligible finders who introduce subscribers to the financing.
The terms of the Private Placements, as announced in the Company’s news release dated January 27, 2026, otherwise remain unchanged.
The Company intends to use the aggregate gross proceeds of the Private Placements to provide near-term working capital to support ongoing corporate activities and strategic initiatives while the Company continues to evaluate longer-term financing alternatives.
Closing of the Private Placements is subject to the Company obtaining all necessary corporate and regulatory approvals, including approval of the TSX Venture Exchange, and entry into definitive subscription agreements. Pursuant to applicable Canadian securities laws, all securities issued in connection with the Private Placements will be subject to a statutory hold period of four months plus a day from the date of issuance.
About Rakovina Therapeutics Inc.
Rakovina Therapeutics is a biopharmaceutical research company focused on the development of innovative cancer treatments. Our work is based on unique technologies for targeting the DNA-damage response powered by Artificial Intelligence (AI) using the proprietary Deep-Docking™ and Enki™ platforms. By using AI, we can review and optimize drug candidates at a much greater pace than ever before.
The Company has established a pipeline of distinctive DNA-damage response inhibitors with the goal of advancing one or more drug candidates into human clinical trials in collaboration with pharmaceutical partners. Further information may be found at www.rakovinatherapeutics.com.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
Notice Regarding Rakovina Therapeutics Forward-Looking Statements:
This release includes forward-looking statements regarding the Company and its respective business within the meaning of applicable Canadian securities laws, which may include, but is not limited to, statements with respect to the Company’s objective, goals or future plans regarding its cancer treatments or the proposed business plan of the Company, receipt of all requisite regulatory approvals, including the approval of the TSX Venture Exchange. 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. Such statements are based on the current expectations of the management of the Company. The forward-looking events and circumstances discussed in this 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 biopharmaceutical industry, economic factors, regulatory factors, the equity markets generally, and risks associated with growth and competition.
Although Rakovina 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 Rakovina’s profile page at www.sedar.com.
For Further Information Contact:
Investor Relations
Rakovina Therapeutics Inc.
IR@rakovinatherapeutics.com
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