Mr. Andrew Schutte reports

REPLICEL PROVIDES DEFAULT STATUS UPDATE AND ANNOUNCES SHAREHOLDER APPROVAL OF EQUITY INCENTIVE PLAN

RepliCel Life Sciences Inc. is providing a default status report in accordance with the alternative information guidelines set out in National Policy 12-203 (Management Cease Trade Orders).

Due to the untimely passing of the company's chief financial officer at the time, on Aug. 30, 2023, the company announced that it made an application to the B.C. Securities Commission to approve a temporary management cease trade order on the basis that it would be unable to file its interim financial statements, accompanying management's discussion and analysis, and required certifications for the three- and six-month periods ended June 30, 2023, on or before the prescribed filing deadline of Aug. 29, 2023, as required by National Instrument 51-102 (Continuous Disclosure Obligations) and NI 52-109 (Certification of Disclosure in Issuer's Annual and Interim Filings), respectively. The application was approved by the BCSC on Aug. 29, 2023, and the MCTO was issued by the BCSC on Aug. 30, 2023. The MCTO prohibits trading in securities of the company by certain insiders of the company, whether direct or indirect. The MCTO requires the interim filings to be filed on or before Oct. 30, 2023. The company anticipates that the interim filings will be filed on or before Oct. 27, 2023.

The company is in the process of completing the consolidation of its financial statements. There have been no material changes to the information contained in the default announcement or any other changes required to be disclosed under NP 12-203.

The company will continue to provide biweekly updates, as required by NP 12-203, until the interim filings have been filed. The company confirms it will continue to satisfy the provisions of the alternative information guidelines set out in sections 9 and 10 of NP 12-203 so long as it remains in default of the requirement to file the interim filings.

The company also announces that at the company's annual general and special shareholders meeting held on Sept. 22, 2023, the shareholders approved the company's equity incentive plan. The board of directors approved the plan on Aug. 28, 2023, subject to regulatory and shareholder approval.

The plan is a rolling stock option plan for stock options, whereby the aggregate number of common shares reserved for issuance, together with any other shares reserved for issuance under any other plan or agreement of the company, shall not exceed 10 per cent of the total number of issued shares (calculated on a non-diluted basis) at the time an option is granted, and a fixed plan of 5,436,230 common shares for performance-based awards of restricted share units, performance share units and deferred share units.

A copy of the plan was appended to the company's management information circular dated Aug. 23, 2023, and is available under the company's profile on SEDAR+.

About RepliCel Life Sciences Inc.

RepliCel is a regenerative medicine company focused on developing cell therapies for aesthetic and orthopedic conditions affecting what the company believes is approximately one in three people in industrialized nations, including aging/sun-damaged skin, pattern baldness and chronic tendon degeneration. These conditions, often associated with aging, are caused by a deficit of healthy cells required for normal tissue healing and function. These cell therapy product candidates are based on RepliCel's innovative technology, utilizing cell populations isolated from a patient's healthy hair follicles.

The company's cell therapy product pipeline is composed of RCT-01 for tendon repair, RCS-01 for skin rejuvenation and RCH-01 for hair restoration. RCH-01 has been the subject of successful safety and dose-finding clinical studies, and is now the subject of its third clinical study evaluating efficacy for the treatment of male and female hair loss due to androgenetic alopecia. This continuing study is being financed by Shiseido Company Ltd. pursuant to a licence agreement, which has now been terminated but is the subject of an arbitration regarding Shiseido's rights to the product for Asia. RepliCel maintains the undisputed rights to RCH-01 for the rest of the world. RCT-01 and RCS-01 are exclusively licensed in greater China to Yofoto (China) Health Company. RepliCel and Yofoto are currently co-developing these products in China. RepliCel maintains the rights to these products outside of greater China.

RepliCel has also developed a proprietary injection device (DermaPrecise) and related consumables, which are expected to improve the administration of its cell therapy products and certain other injectables. Yofoto has exclusively licensed the commercial rights for the DermaPrecise device and consumables in greater China for dermatology applications, and is expected to first launch the product in Hong Kong upon it being approved for market launch in either the United States or Europe. MainPointe Pharmaceuticals has an exclusive distribution agreement for the DermaPrecise device and consumables in the United States, subject to income. MainPointe is expected to finance the Food and Drug Administration approval process in the United States.

Notable facts:

• RepliCel's three cell therapy products have been tested in over 100 patients in four countries on three continents.
• RepliCel has key strategic regional partners, each of which is investing heavily in the further clinical testing and development of RepliCel's products for its markets. Data from each of the clinical programs will strengthen the product development initiatives for RepliCel and its other partners worldwide.

We seek Safe Harbor.