Rakovina Therapeutics Announces Corporate Update Including up to $1.5 Million in New Financing, Leadership Appointments and Debt Restructuring
Proposed $1.0 million Convertible Debenture and concurrent $500,000 Private Placement Intended to Support Near-Term Operations
Board and Management Enhancements Strengthen Governance and Capital Markets Execution
Current Convertible Debenture Maturity Extended; Further Debt Optimization Planned
VANCOUVER, British Columbia, Jan. 27, 2026 (GLOBE NEWSWIRE) -- Rakovina Therapeutics Inc. (TSXV:RKV, FSE: 7JO0)) ("Rakovina" or the "Company"), a biopharmaceutical company advancing novel cancer therapies, today provides a comprehensive corporate update addressing near-term financing, leadership and board changes, and the restructuring of its outstanding convertible debt, each subject to applicable regulatory and TSX Venture Exchange ("Exchange") approvals.
CONVERTIBLE DEBENTURE EXTENSION AND DEBT RESTRUCTURING
Rakovina announces that, in accordance with the terms of the Indenture (as defined below) governing the 12.0% convertible debentures of the Company in the aggregate outstanding principal amount of $1,454,000.00 (the "2023 Debentures"), holders of outstanding 2023 Debentures have consented to the extension of the maturity date from January 28, 2026 to March 11, 2026 (the "Extension").
The Extension was approved by way of the written consent of holders representing at least 66 2/3% of the outstanding principal of the 2023 Debentures in accordance with the terms of the debenture indenture dated May 29, 2023 and subsequently amended (the "Indenture") between the Company and Odyssey Trust Company, as the debenture trustee. The Company has entered into a second supplemental indenture with Odyssey Trust Company amending the terms of the Indenture to reflect the Extension. The Extension remains subject to final Exchange approval.
The Company further announces that it has undertaken the Extension with the intention of completing a proposed restructuring of the outstanding 2023 Debentures, as further described herein (the "Debenture Restructuring"). In connection with the proposed Debenture Restructuring, the Company is presenting an option for existing holders to convert all or part of their outstanding 2023 Debentures, including accrued but unpaid interest, into new convertible debentures ("Replacement Debentures") on substantially the same terms as the 2026 Debenture (as defined herein). The Company has reached an agreement in principle with one holder of 2023 Debentures to convert $1.0 million of outstanding principal, plus accrued and unpaid interest in the amount of $50,000, into Replacement Debentures, subject to receipt of all requisite approvals, including the approval of the Exchange, and the execution of definitive documentation.
Rakovina also intends to offer existing holders of 2023 Debentures the opportunity, subject to Exchange approval, to settle outstanding principal, together with accrued but unpaid interest, through a shares-for-debt conversion, at a price of $0.12 per common share, on terms to be determined in accordance with applicable Exchange rules. Upon confirming final participation in the conversion option, the Company intends to submit a formal shares-for-debt application to the Exchange. Pursuant to applicable Canadian securities laws, all securities issued in connection with the proposed Debenture Restructuring will be subject to a statutory hold period of four months plus a day from the date of issuance.
The Company emphasizes that the terms of the proposed Debenture Restructuring and the issuance of Replacement Debentures and/or common shares in connection therewith remain subject to receipt of Exchange approval, debenture holder elections, and the finalization of and entry into definitive agreements. As such, there can be no assurance that the Debenture Restructuring will be completed on the terms described herein or at all.
$1 MILLION CONVERTIBLE DEBENTURE FINANCING
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