Onco-Innovations Announces Shares for Debt Settlement

Calgary, Canada – September 8, 2026 – Onco-Innovations Limited (CBOE CA: ONCO) (OTCQB: ONNVF) (Frankfurt: W1H, WKN: A3EKSZ) ("Onco" or the "Company”) announces that, on September 8, 2026, it entered into debt settlement agreements, each dated August 31, 2026 (collectively, the “Settlement Agreements”), with certain insiders and consultants of the Company (collectively, the “Creditors”) to settle an aggregate of $481,694 in outstanding indebtedness owed to the Creditors (collectively, the “Debt”). Pursuant to the Settlement Agreements, the Company will issue an aggregate of 860,168 common shares in the authorized share structure of the Company (each, a “Share” and collectively, the “Shares”) to the Creditors at a deemed price of $0.56 per Share in full settlement of the Debt (the “Debt Settlement”).

The issuance of Shares to RHM Management Inc., an entity controlled by David Antony, the Company’s Chief Financial Officer and Corporate Secretary, and to Carnarvon Strategies-Health Industry Solutions Inc., an entity controlled by Thomas O’Shaughnessy, the Company’s Chief Executive Officer, constitutes a related party transaction within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is relying on the exemptions from the formal valuation and minority approval requirements set out in sections 5.5(a) and 5.7(1)(a) of MI 61-101 because neither the fair market value of the Shares nor the fair market value of the consideration paid for the Shares exceeded 25% of the Company’s market capitalization.

The Company has not filed a material change report at least 21 days before the anticipated closing date of the Debt Settlement because the terms of the Debt Settlement were not finalized until shortly before closing, and the Company wished to complete the Debt Settlement on an expedited basis for business reasons.

The issuance and listing of Shares pursuant to the Debt Settlement remains subject to final approval from CBOE Canada.

About Onco-Innovations Limited

Onco-Innovations is a Canadian-based company dedicated to cancer research and treatment, specializing in oncology. Onco’s mission is to pursue the prevention and treatment of cancer through pioneering research and innovative solutions. The company has secured an exclusive worldwide license to patented technology that targets solid tumours.

ON BEHALF OF ONCO-INNOVATIONS LIMITED,

“Thomas O’Shaughnessy”

Chief Executive Officer

For more information, please contact:

Thomas O’Shaughnessy

Chief Executive Officer

Tel: + 1 888 261 8055

investors@oncoinnovations.com

For more information, please contact: 

Thomas O’Shaughnessy  

Chief Executive Officer 

Tel: + 1 888 261 8055 

investors@oncoinnovations.com 

Cautionary and Forward-Looking Statements

Neither Cboe Canada nor its Regulation Services Provider (as that term is defined in the policies of Cboe Canada) accept responsibility for the adequacy or accuracy of this release.

This news release contains “forward-looking information” within the meaning of applicable securities laws, including statements regarding the completion of the Debt Settlement, issuance of the Shares, and receipt of final approval of CBOE Canada in respect of the Debt Settlement. 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. Readers are cautioned not to place undue reliance on forward-looking information. Such forward-looking statements are subject to risks and uncertainties that may cause actual results, performance and developments to differ materially from those contemplated by these statements depending on, among other things, that the Company's plans and prospects will vary from those stated in this news release and that the Company may not be able to carry out its business plans as expected. Except as required by law, the Company expressly disclaims any obligation and does not intend to update any forward-looking statements or forward-looking information in this news release. The statements in this news release are made as of the date of this release.