Mr. Don Cilla reports

APPILI THERAPEUTICS ANNOUNCES MAILING OF THE MANAGEMENT INFORMATION CIRCULAR IN CONNECTION WITH THE SPECIAL MEETING OF SHAREHOLDERS

Appili Therapeutics Inc. has released details for its special meeting of shareholders. The notice of the special meeting of shareholders and management information circular will be available on the company's website, as well as under Appili's profile on SEDAR+.

Appili's board of directors recommend that shareholders vote in favour of the resolution pursuant to which Aditxt Inc., through its wholly owned subsidiary, Adivir Inc., agreed to 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 terms of the arrangement, for each Appili share, shareholders will receive (i) 46.7 U.S. cents in cash and (ii) 0000686251 of a share of Adixt common stock (representing a value of approximately 0.013 U.S. cent per Appili share based on the closing price of the Aditxt shares on Oct. 3, 2024 (the date immediately preceding the date of the circular)). This amalgamation represents a significant premium to Appili's recent trading price and, assuming the completion of the transaction, provides shareholders with immediate value. In addition to the diversifying Appili's shareholders' investments, the combined enterprise should enhance access to capital and accelerate the development of Appili's programs.

"Aditxt's expertise in development operations and commercialization will significantly accelerate the advancement of Appili's programs, including facilitating access to new U.S. non-dilutive funding sources, preparing ATI-1701 IND submission and supporting manufacturing activities for ATI-1801. By leveraging Aditxt's robust capabilities, we aim to work with partners to enhance the commercialization of LIKMEZ and capitalize on the strategic value of two potentially PRV eligible programs," said Don Cilla, president and chief executive officer of Appili. "Together, we are committed to delivering critical solutions to health challenges and accelerate innovation across early detection and health care delivery."

Your vote is important. Vote your shares for the arrangement as soon as possible.

The company is in the process of mailing the circular and related materials for the meeting to Appili's shareholders. Copies of the notice of the meeting, proxy form and circular will be available on Appili's investor relations website at.

Shareholder meeting details

The company's meeting will be held virtually via a live teleconference hosted through the facilities of Chorus Call at 11 a.m. Toronto time, on Nov. 6, 2024 (as more particularly described in the circular). Shareholders are encouraged to read the circular and vote their shares as soon as possible. The deadline for voting your shares is 11 a.m. ET on Nov. 4, 2024.

Appili's board of directors recommends that shareholders vote for the resolution approving the arrangement. Shareholders representing approximately 11.9 per cent of the outstanding Appili shares have entered into support and voting agreements to vote in favour of the arrangement resolution. It has also been communicated to the company that shareholders holding an additional approximately 17.1 per cent of the outstanding Appili shares intend to vote in favour of the arrangement resolution.

Recommendation of Appili's special committee and Appili's board

The special committee of the board of directors of Appili and the board of directors of Appili have recommended that shareholder vote in favour of the arrangement resolution.

Aditxt arrangement

Aditxt's strategy is anchored in accelerating promising health innovations. With two subsidiaries in immune health and precision diagnostics already established, the proposed acquisitions of Evofem Biosciences Inc., and Appili seek to further extend Aditxt's presence into women's health and public health, supporting its continued expansion.

Support from Aditxt may enable Appili to accelerate clinical and commercial stage innovations and activate the strategic value of potentially PRV eligible products.

LIKMEZ (ATI-1501), expansion of FDA-approved liquid oral reformulation of the antibiotic metronidazole

In September, 2023, Appili, together with its U.S. partner Saptalis Pharmaceuticals LLC, announced the FDA approval of LIKMEZ (ATI-1501), a proprietary taste-masked liquid suspension formulation of metronidazole. LIKMEZ addresses the unmet need in both pediatric patients and elderly patients with dysphagia and mitigating risks associated with drug compounding and antimicrobial resistance.

LIKMEZ, the first FDA-approved ready-made suspension of metronidazole with patent coverage through 2039, is expected to expand accessibility to patients in need.

ATI-1701, accelerate development to IND (investigational new drug) submission

Collaboration within the Aditxt ecosystem has the potential to facilitate access to new U.S. non-dilutive financing sources and accelerate the development of the program.

Existing financing, including the company's USAFA $14-million awards, along with new non-dilutive financing sources facilitated by Aditxt, are expected to advance Appili's ATI-1701 biodefence program toward an investigational new drug submission to the U.S. FDA in 2025.

ATI-1801, advance clinical development of paromomycin

Aditxt's presence, established in public health and women's health areas, is expected to accelerate the advanced clinical development for treating cutaneous leishmaniasis, a disfiguring skin infection affecting hundreds of thousands globally.

Appili also expects to capitalize on the strategic value of potentially PRV eligible ATI-1801, which, if confirmed, would make it the second PRV-eligible products at Appili, alongside ATI-1701, pending renewal of certain U.S. legislation.

Additional infectious disease development opportunities

Appili has partnered with other companies to explore additional infectious disease development opportunities in the fungal disease and viral disease space. By collaborating with these partners, the development programs benefit from prior work on the asset by the partner and leverage Appili's government contracting expertise to solicit non-dilutive financing to finance the programs infectious disease development. This allows Appili the opportunity to lead in the development of new infectious disease assets. Through these partnerships, Appili can potentially access additional government financing and potentially gain substantial benefit on commercialization.

About Appili Therapeutics Inc.

Appili 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.

We seek Safe Harbor.