Mr. William Williams reports

BRIACELL THERAPEUTICS CORP. ANNOUNCES CLOSING OF PLAN OF ARRANGEMENT SPINNING OUT BRIAPRO THERAPEUTICS CORP. TO EXISTING SHAREHOLDERS

Briacell Therapeutics Corp. has closed the previously announced plan of arrangement spinout transaction pursuant to which certain pipeline assets of the company, including Bria-TILsRx and protein kinase C delta (PKCdelta) inhibitors for multiple indications, including cancer, were spun out to BriaPro Therapeutics Corp. (SpinCo), resulting in a two-thirds-owned subsidiary of the company with the remaining one-third held by Briacell shareholders.

Pursuant to the terms of the Arrangement, SpinCo has acquired the entire right and interest in and to the SpinCo Assets in consideration for the issuance by SpinCo to the Company of SpinCo common shares. Under the terms of the Arrangement, for each BriaCell share held immediately prior to closing, BriaCell Shareholders receive one (1) common share of SpinCo, and one (1) new common share of BriaCell (retiring their old share) having the same terms and characteristics as the existing BriaCell common shares. The Company will remain listed on the NASDAQ Stock Market and Toronto Stock Exchange, and SpinCo is an unlisted reporting issuer in Canada.

Computershare Investor Services Inc. ("Computershare") will forward replacement certificates to each Company shareholder that is entitled to receive certificates, representing their allotted number of SpinCo common shares and BriaCell common shares in accordance with the Arrangement. Letters of transmittal have been mailed to registered holders of BriaCell common shares, which must be completed and returned to Computershare together with the share certificates of BriaCell common shares at the address specified in the letter of transmittal in order for Company shareholders to receive common shares of SpinCo and new common shares of BriaCell. A copy of the letter of transmittal is also available under the Company's profile on SEDAR at www.sedar.com.

EARLY WARNING

As noted above, immediately following the closing of the Arrangement, the Company controls 2/3rd of the SpinCo common shares representing approximately 66.6% of the issued and outstanding common shares of SpinCo.

As a result of the Arrangement, there are approximately 47,945,178 SpinCo common shares issued and outstanding. The Corporation now beneficially owns or controls approximately 31,963,452 SpinCo common shares, representing 2/3rd of the issued and outstanding SpinCo common shares.

The Company expects the new BriaCell common shares to begin trading on or about September 5, 2023, under the symbol "BCT".

For further details on the Arrangement and the business of SpinCo following the Arrangement, please refer to the Company's proxy statement dated July 24, 2023 which was mailed to its shareholders and filed on the Company's SEDAR profile available at www.sedar.com and with the U.S. Securities and Exchange Commission on EDGAR at www.sec.gov, on August 31, 2023.

This news release is issued pursuant to National Instrument 62-104 - Take-Over Bids and Issuer Bids and National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues. A copy of the related early warning report will be filed with the applicable securities commissions and be available under BriaCell's profile on SEDAR at www.sedar.com.

About BriaCell Therapeutics Corp.

BriaCell is a clinical-stage biotechnology company that develops novel immunotherapies to transform cancer care. More information is available at https://briacell.com/.

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