(via TheNewswire)

Vancouver, Canada – July 27, 2026 – TheNewswire - Onco-Innovations Limited (CBOE: ONCO ) (“ Onco ” or the “ Company ”) announces that, further to its previously announced non-brokered private placement financing representing a notional subscription amount of approximately CAD$5,000,000 (the “ Offering ”), the Company and the arm’s length institutional investors, being Sorbie Bornholm LP (“ SBLP ”) and Sorbie Investments LLP (“ SILP ” and, together with SBLP, “ Sorbie ”), have agreed to reprice the Offering to provide for the issuance of units of the Company (each, a “ Unit ”) at a revised notional price of CAD$0.63 per Unit.

Based on the revised notional price of CAD$0.63 per Unit, the Company expects to issue an aggregate of 7,936,508 Units pursuant to the Offering, with each Unit comprised of one common share of the Company (each, a “ Share ”) and one common share purchase warrant of the Company (a “ Warrant ”). Each Warrant will be exercisable at CAD$0.77 per Share for a period of 3 years following closing of the Offering. The Warrants will continue to include an equity blocker provision that prohibits the holder from exercising any portion of the Warrants if such exercise would result in the holder owning more than 9.99% of the Company’s outstanding Shares on a partially diluted basis. The Warrants will also provide that, if the 10-day volume-weighted average trading price of the Shares on Cboe Canada Inc. (the “ Cboe ”), or such other primary securities exchange on which the Shares may then be listed, is equal to or greater than CAD$1.10 at the close of any trading day, the Company may, at its option, accelerate the expiry date of the Warrants by issuing a news release announcing that the expiry date will be deemed to be the 30th day following the date of such news release, subject to the equity blocker provision.

The Company expects that all Shares issuable pursuant to the Offering will be issued on an initial closing of the Offering. In order to ensure that the aggregate number of securities issued under the Offering does not exceed 25% of the Company’s currently issued and outstanding Shares prior to receipt of shareholder approval, as required by Section 10.10(1)(a) of the Cboe Listing Manual, the Company expects to issue 5,686,508 Warrants on the initial closing. The remaining 2,250,000 Warrants are expected to be issued following receipt of disinterested shareholder approval for the issuance of such securities, which approval is expected to be sought at the Company’s upcoming annual general and special meeting of shareholders, to be held as soon as practicable following the initial closing of the Offering.

As previously disclosed, no funds will be immediately available to the Company on closing. Instead, the Company’s economic interest will be determined in 18 monthly settlement tranches measured against a benchmark price, which will be equal to $0.8260, with the first monthly settlement tranche payable at the end of the month in which closing occurs. If, at the time of settlement, the applicable settlement price, determined monthly based on the volume-weighted average trading price for the 20 trading days prior to the settlement date, exceeds the benchmark price, the Company will receive more than 100% of the applicable monthly settlement amount on a pro rata basis. If the settlement price is below the benchmark price, the Company will receive less than 100% of the applicable monthly settlement amount on a pro rata basis. In no event will a decline in the settlement price of the Shares result in an increase in the number of Shares issued to the investors. Additional details about the final Offering structure will be provided in a closing news release in respect of the initial tranche of securities to be issued without shareholder approval.

SBLP is expected to receive a corporate finance fee of CAD$400,000, which will be satisfied through the issuance of an additional 634,921 Units at the time of the initial closing.

The Company intends to use the net proceeds from the Offering to advance the development of its ONC010 program through key stages of its clinical development pathway, including manufacturing and preclinical testing activities, for the development of the SynoGraph™ platform and for general working capital and corporate purposes. The Company expects to close the Offering imminently following the satisfaction of the remaining closing conditions, including final approval of the Cboe.

The securities described herein have not been and will not be registered under the United States Securities Act of 1933, as amended, or any U.S. state securities laws, and may not be offered or sold in the United States absent registration or available exemptions from such registration requirements. This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States, or in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Onco-Innovations Limited

Onco-Innovations is a Canadian-based company dedicated to cancer research and treatment, specializing in oncology. Onco’s mission is to pursue the prevention and treatment of cancer through pioneering research and innovative solutions. The Company has secured an exclusive worldwide license to patented technology that targets solid tumours.

ON BEHALF OF ONCO-INNOVATIONS LIMITED,

“ Thomas O’Shaughnessy ”

Chief Executive Officer

For more information, please contact: Thomas O’Shaughnessy, Chief Executive Officer

Tel: + 1 888 261 8055

investors@oncoinnovations.com

The Cboe does not accept responsibility for the accuracy or adequacy of this release.

Cautionary Note Regarding Forward-Looking Information

This news release contains “forward-looking information” within the meaning of applicable securities laws (“forward-looking statements ”), including, without limitation, statements regarding: the anticipated completion and timing of the Offering; the expected terms of the repriced Offering, including the revised notional price per Unit, the number of Units, Shares and Warrants expected to be issued, the expected timing for the issuance of the Shares and Warrants, the requirement for disinterested shareholder approval in respect of the issuance of certain Warrants, the expected exercise price and acceleration terms of the Warrants and the expected number of additional Units to be issued in satisfaction of the corporate finance fee; the expected terms and operation of the previously announced sharing arrangement, including the 18 monthly settlement tranches, the benchmark price, the timing of the first monthly settlement tranche and the amount of proceeds ultimately available to the Company; the intended use of proceeds from the Offering; the receipt of final approval of Cboe and the satisfaction of the remaining closing conditions; and the Company’s expectation that additional details about the final Offering structure will be provided in the closing news release.

Forward-looking statements are often identified by words such as “intend”, “expect”, “anticipate”, “believe”, “may”, “will”, “plan”, “potential” and similar expressions. These statements are based on current expectations, estimates and assumptions made by management in light of its experience and perception of historical trends.

Forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements. Such factors include, without limitation: the possibility that the Offering may not be completed on the terms currently anticipated or at all; the possibility that final Cboe approval, disinterested shareholder approval for the issuance of the remaining Warrants or other closing conditions may not be obtained or satisfied when expected or at all; fluctuations in the trading price and trading volume of the Shares; changes to the expected number of securities to be issued under the Offering or in satisfaction of the corporate finance fee; changes to the expected terms, timing of issuance or number of Warrants to be issued; changes to the expected terms of the sharing arrangement; risks related to the sharing arrangement and the amount and timing of any proceeds ultimately available to the Company thereunder; the possibility that settlement amounts may be greater or less than the applicable monthly settlement amounts based on the trading price of the Shares; risks that the Company may not receive proceeds in the amount or within the timeframe anticipated or may not be able to apply any proceeds received as currently intended; general capital market conditions; the Company’s ability to execute its business and research and development plans; the availability of additional financing on acceptable terms; and other risks and uncertainties disclosed in the Company’s continuous disclosure filings available under its profile on SEDAR+.

Forward-looking statements are based on certain assumptions that management believes are reasonable at the time such statements are made, including, without limitation: that the Offering will be completed on the terms currently anticipated; that final Cboe approval, disinterested shareholder approval for the issuance of the remaining Warrants and all other closing conditions will be obtained or satisfied; that the Shares and Warrants will be issued in the manner and within the timeframes currently anticipated; that the previously announced sharing arrangement will be implemented and operate in accordance with its terms; that the benchmark price, settlement timing and related settlement mechanics will operate as currently anticipated; that the Company will receive proceeds under the sharing arrangement in the manner currently anticipated; that the Company will be able to deploy any proceeds received in accordance with its business objectives.

Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct. Readers are cautioned not to place undue reliance on forward-looking statements, as actual results may differ materially from those expressed or implied herein. The forward-looking statements contained in this news release are made as of the date hereof, and the Company undertakes no obligation to update or revise such statements except as required by applicable securities laws.

Not for distribution to United States wire services or for dissemination in the United States

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