ME Therapeutics Announces Non-Brokered Private Placement and Provides Corporate Update

Vancouver, British Columbia--(Newsfile Corp. - February 27, 2024) - ME Therapeutics Holdings Inc. (CSE: METX) (FSE: Q9T) ("ME Therapeutics" or the "Company"), a preclinical stage biotechnology company working on novel cancer fighting drugs in the field of Immuno-Oncology, is pleased to announce a non-brokered private placement financing to raise gross proceeds of up to $1,550,000 (the "Offering") and to provide an update on the status of its current research and development programs.

The Offering is expected to consist of up 1,550,000 units (each, a "Unit") at a price of $1.00 per Unit (the "Offering Price") for gross proceeds of up to $1,550,000. The Company confirms that the Offering Price was reserved confidentially on January 31, 2024 pursuant to section 6.2(4) of Policy 6 of the Canadian Securities Exchange (the "Exchange").

Each Unit will be comprised of one common share of the Company (each, a "Share") and one Share purchase warrant (each, a "Warrant"). Each Warrant will entitle the holder thereof to purchase one additional Share of the Company at a price of $1.50 per Share for a period of two years from closing of the Offering, subject to an acceleration provision whereby the expiry date of the Warrants may be accelerated if the daily trading price of the Shares equals or exceeds $2.00 on the Exchange (or such other exchange on which the Shares may then be traded) for a period of ten (10) consecutive trading days in which event the Company may in its discretion accelerate the expiry date of the Warrants by giving notice via news release and, in such case, the Warrants will expire on the 30th day after the date on which the news release is disseminated.

All securities issued in connection with the Offering will be subject to a statutory hold period expiring four months and one day after closing of the Offering. No finder's fees are expected to be paid in connection with the Offering. Completion of the Offering remains subject to certain conditions, including confirmation of no objection from the Exchange.

The aggregate gross proceeds from the sale of the Offering are expected to be used for funding ongoing research and development of the Company's technology, regulatory review and approvals, potential in-licensing or partnerships, operating expenses, investor relations and other working capital requirements.

None of the securities sold in connection with the Offering will be registered under the United States Securities Act of 1933, as amended, and no such securities may be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

At the request of CIRO, the Company's management confirms that, other than the Offering, it is unaware of any material change in the Company's operations that would account for the recent increase in market activity. The Company continues to pursue research and development of its G-CSF antibody candidate, myeloid prodrug candidate and novel LNP formulation as previously disclosed in the Company's corporate update news release dated January 25, 2024.

ABOUT ME THERAPEUTICS HOLDINGS INC.

Myeloid Enhancement (ME) Therapeutics is an early stage Vancouver based biotechnology company involved in the discovery and development of novel immuno-oncology therapeutics targeting immune suppression in cancer. Our main focus is on overcoming the suppressive effects of an important class of immune cells called myeloid cells in order to enhance anti-cancer immunity. For more information, please visit www.metherapeutics.com and the Company's profile on SEDAR+ at www.sedarplus.ca.

ON BEHALF OF THE BOARD

"Salim Dhanji"
Dr. Salim Dhanji
Chief Executive Officer and Director

For further information, please contact:
Dr. Salim Dhanji
Telephone: (236) 516-7714

Neither the CSE nor any Market Regulator (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Statement Regarding Forward-Looking Statements

This news release includes certain "forward-looking statements" under applicable Canadian securities legislation that are not historical facts. Forward-looking statements involve risks, uncertainties, and other factors that could cause actual results, performance, prospects, and opportunities to differ materially from those expressed or implied by such forward-looking statements. Forward-looking statements in this news release include, but are not limited to, statements with respect to the expectations of management regarding the proposed Offering, the expectations of management regarding the use of proceeds of the Offering, closing conditions for the Offering, the expiry of hold periods for securities distributed pursuant to the Offering, and the Company's business plans and research and development activities. Although the Company believes that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. Such forward-looking statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements including that: the Company may not complete the Offering on terms favorable to the Company or at all; the proceeds of the Offering may not be used as stated in this news release; the Company may be unable to satisfy all of the conditions to the closing of the Offering; and those additional risks set out in the Company's public documents filed on SEDAR+ at www.sedarplus.ca. Although the Company believes that the assumptions and factors used in preparing the forward-looking statements are reasonable, undue reliance should not be placed on these statements, which only apply as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. Except where required by law, the Company disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.

Not for distribution to U.S. Newswire Services or for dissemination in the United States.

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