VXL Vaxil Bio Ltd

Vaxil announces that it will be consolidating all of the issued and outstanding common shares of the Company ("Common Shares") on the basis of one (1) post consolidation Common Share for each fifty (50) pre consolidation Common Shares (the "Consolidation").

The Corporation's board of directors set May 15, 2025 as the effective date of the Consolidation. Trading of the Common Shares on a post-Consolidation basis on the TSX Venture Exchange (the "TSXV") will commence on or about May 15, 2025. The Company's name and trading symbol will remain unchanged. The Consolidation is subject to the approval of the TSXV.

The 136,978,973 Common Shares currently issued and outstanding will be reduced to approximately 2,739,579 Common Shares on a post-Consolidation basis. No fractional shares will be issued. Any fractional interest in Common Shares will be rounded up to the nearest whole Common Share.

Letter of transmittals will be mailed to registered Shareholders and registered Shareholders will be required to deposit their share certificate(s), together with the duly completed letter of transmittal, with Computershare Investor Services Inc., the Company's registrar and transfer agent. Non-registered Shareholders holding Common Shares through an intermediary (a securities broker, dealer, bank or financial institution) should be aware that the intermediary may have different procedures for processing the Consolidation than those that will be put in place by the Company for registered Shareholders. If Shareholders hold their Common Shares through intermediaries and have questions in this regard, they are encouraged to contact their intermediaries.

Outstanding stock options and share purchase warrants will also be adjusted by the Consolidation ratio and the respective exercise prices of outstanding options and share purchase warrants will be adjusted accordingly.

ABOUT VAXIL

Vaxil is an Israeli immunotherapy biotech company focused on its novel approach to targeting prominent cancer markers and infectious diseases. Its lead product ImMucin™ completed a Phase 1/2 clinical trial in multiple myeloma for which it received orphan drug status from the FDA and EMA. The Company is presently evaluating whether to continue to develop ImMucin™ or to pursue other business, which may or may not be in the biotechnology industry, in order to enhance shareholder value.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Disclaimer: The TSX Venture Exchange Inc. has in no way passed upon the merits of the Company and has neither approved nor disapproved the contents of this press release. This news release contains forward-looking information, which involves known and unknown risks, uncertainties and other factors that may cause actual events to differ materially from current expectation. Important factors - including the availability of funds, the results of financing efforts, the results of exploration activities -- that could cause actual results to differ materially from the Company's expectations are disclosed in the Company's documents filed from time to time on SEDAR (see www.sedar.com). Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The company disclaims any intention or obligation, except to the extent required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. This press release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities described herein in the United States or elsewhere. These securities have not been, and will not be, registered in the United States Securities Act of 1933, as amended, or any state securities laws, and may not be offered or sold in the United States or to U.S. persons unless registered or exempt therefrom.

Contact Information

For further information please visit https://vaxil-bio.com/ or contact:

Gadi Levin, CEOinfo@vaxil-bio.com 647-558-5564

Vaxil Bio (TSXV:VXL)
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