VXL Vaxil Bio Ltd

VAXIL BIO LTD. (“Vaxil” or the “Company”) (TSX VENTURE: VXL), an innovative immunotherapy biotech company specializing in cancer and infectious diseases, announces that it intends to raise up to $1,500,000 by way of a non-brokered private placement (the "Private Placement"). The Private Placement will consist of up to 20,000,000 units of the Company ("Units") at a price of $0.075 per Unit. Each Unit will consist of one common share of the Company ("Common Share") and one common share purchase warrant ("Warrant"), with each Warrant being exercisable to acquire one additional common share of the Company (a "Warrant Share") at an exercise price of $0.10 per Warrant Share for a term of three years following the closing of the Private Placement (the “Closing Date”).

Net proceeds from the Private Placement will be used by the Company to further expand and expedite pre-clinical and manufacturing development of CorVax™, supporting on-going development of the Company’s pipeline including ImMucin™, expansion of the oncology and infectious disease vaccine and immunotherapies pipeline as well as for general corporate purposes.

“With the USAMRIID collaboration underway, we aim to use these additional funds to advance the CorVax™ program with parallel activities including formulation, manufacturing and regulatory work, as well as expanding our pipeline in oncology and infectious diseases” said Mr. David Goren, Vaxil’s Chairman and Chief Executive Officer, and continued, “We anticipate providing the next update, including timelines for the USAMRIID experiment as well as other activities, during the next six weeks.”

The Company expects to pay a finder’s fee equal to 7% of the gross proceeds of the Private Placement. As additional compensation for acting as a finder in respect of the Private Placement, the Company will issue to finders, selling compensation unit warrants (“Finders Warrants”) equal to 7% of the aggregate number of Units sold by such finders in the Private Placement. The Finders Warrants will be exercisable into an equal number of Units, at an exercise price equal to $0.10 per Unit, for a period of 2 years following the Closing Date.

All securities issued pursuant to the Private Placement will be subject to a statutory hold period of four months plus one day from the date of issuance, in accordance with applicable securities legislation. The Company anticipates that the Private Placement will close on or about November 23, 2020.

Certain directors and officers of the Company intend to participate in the Private Placement.

The Company is not making any express or implied claims that it has completed developing or will be successful in developing a COVID-19 (or SARS-CoV-2) vaccine at this time.

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™ successfully completed a Phase 1/2 clinical trial in multiple myeloma for which it received orphan drug status from the FDA and EMA. The company aims to continue to develop ImMucin™, CorVax™ and a tuberculosis vaccine / treatment that has demonstrated promising preliminary results with further preclinical evaluation planned. Additional indications and mAb candidates are under evaluation as immuno-oncology and infectious disease vaccines and treatments alone and in combination with other treatments.

Vaxil exploits the unique properties of signal peptide domains on crucial proteins to develop targeted therapies against cancer targets and infectious disease pathogens. These signal peptide domains are identified by VaxHit™, Vaxil’s proprietary bioinformatic approach. These signal peptides induce a robust T- and B-cell response across wide and varied HLA subtypes, while acting as true, universal neoantigens. The peptide platform targets these cells by “educating” or specifically activating the immune system to recognize and attack the affected cells. In addition, Vaxil’s mAb platform directly recognizes the target protein expressed on malignant cells and recruits other elements of the immune system to lyse those cells.

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 Company cautions that COVID-19 Vaccine Development is still under early stage research and development and is not making any express or implied claims that it has the ability to eliminate the COVID-19 virus at this time. 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 INFORMATIONFor further information please visit http://vaxil-bio.com/ or contact:David Goren, CEO -- info@vaxil-bio.com, +972 (52) 720-6000