Ms. Jenna McNeil reports

APPILI THERAPEUTICS ANNOUNCES AMENDMENT TO ARRANGEMENT AGREEMENT AND INCREASE TO BRIDGE LOAN

Appili Therapeutics Inc. has entered into an amending agreement among the company, Aditxt Inc. and Adivir Inc. to amend the previously announced arrangement agreement dated April 1, 2024, among the parties, pursuant to which Aditxt, through its wholly owned subsidiary, Adivir, will acquire all of the issued and outstanding Class A common shares of the company by way of a court-approved plan of arrangement under the Canada Business Corporations Act. For further information on the transaction, please see the company's news release dated April 2, 2024, which is available on the company's profile on SEDAR+.

Under the amending agreement:

1. The outside date (as defined in the arrangement agreement) was changed from July 31, 2024, to Aug. 30, 2024.
2. The deadline to convene the company's special shareholders meeting was changed from June 30, 2024, to Aug. 30, 2024.
3. The deadline for Aditxt to complete the financing (as defined in the arrangement agreement) was changed from June 30, 2024, to Aug. 30, 2024, or such later date as the parties may agree in writing.

A copy of the amending agreement will be available on the company's profile on SEDAR+.

Increase to bridge loan

The company further announces that it has increased the principal amount of its previously announced unsecured bridge financing from Bloom Burton & Co. Inc. from $300,000 to $400,000. The bridge loan is evidenced by a grid promissory note dated April 26, 2024, in favour of the lender and, other than the principal increase, the terms of the note remain unchanged. For further information on the bridge loan, please see the company's news release dated April 26, 2024, which is available on the company's profile on SEDAR+.

The lender is considered to be a related party of the company and the bridge loan is considered to be a related party transaction for purposes of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company is relying on exemptions from the formal valuation and minority shareholder approval requirements available under MI 61-101. The company is exempt from the formal valuation requirement in Section 5.4 of MI 61-101 in reliance on sections 5.5(a) of MI 61-101 as the fair market value of the transaction, insofar as it involves interested parties, is not more than the 25 per cent of the company's market capitalization. Additionally, the company is exempt from the minority shareholder approval requirement in Section 5.6 of MI 61-101 in reliance on Section 5.7(a) of MI 61-101 as the fair market value of the transaction, insofar as it involves interested parties, is not more than the 25 per cent of the company's market capitalization.

About Appili Therapeutics Inc.

Appili Therapeutics is an infectious disease biopharmaceutical company that is purposefully built, portfolio driven and people focused to fulfill its mission of solving life-threatening infections. By systematically identifying urgent infections with unmet needs, Appili's goal is to strategically develop a pipeline of novel therapies to prevent deaths and improve lives. The company is currently advancing a diverse range of anti-infectives, including a U.S. Food and Drug Administration-approved ready-made suspension of metronidazole for the treatment of anti-microbial infections, a vaccine candidate to eliminate a serious biological weapon threat, and a topical anti-parasitic for the treatment of a disfiguring disease. Led by a proven management team, Appili is at the epicentre of the global fight against infection.

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