Amendments to Convertible Bond + equity fundraise

LONDON AND PHILADELPHIA -August 29 2025 - Avacta Therapeutics (AIM: AVCT), a life sciences company developing innovative, targeted oncology drugs, is pleased to announce conditional amendments to the Convertible Bond including deferral of several payments alongside raising gross proceeds of £3.25 million from high net worth investors introduced by Zeus Capital Limited by way of an oversubscribed conditional placing of 6,500,000 new ordinary shares of 10 pence each in the Company (the "Placing Shares") at a price of 50 pence per share (the "Issue Price"), (the "Placing").

The net proceeds of approximately £3.1 million from the Placing will be used to settle the October quarterly repayment of the unsecured convertible bond which is due to be paid on 20 October 2025.

Amendment to the Convertible Bond

The Company is pleased to announce that it has agreed to the following amendments to the unsecured convertible bond issued by Avacta Finance Jersey Limited and guaranteed by the Company (as announced on 18 October 2022 (the "Convertible Bond")) (the "Amendments"):

• The October 2025 quarterly repayment and interest on the Convertible Bond will be paid in cash;
• Quarterly Convertible Bond repayments and interest in respect of 20 January 2026 and 20 April 2026 payment dates will be deferred until 20 October 2027 (together, the "Deferred Repayments")
• Upon the earlier of (i) the date on which the Company publishes the data readouts of its Phase 1b trials of FAP-Dox (AVA6000) in triple negative breast cancer and (ii) 30 June 2026, the Bondholder will have the right to accelerate the satisfaction (in cash or shares) of one of both the Deferred Repayments and in addition, from 1 October 2026, at any time accelerate the satisfaction of the quarterly repayments on the Convertible Bond, subject to a maximum of one acceleration per quarter
• The conversion price of the Convertible Bond is to be set at 75.0 pence, previously set at 88.72 pence under the terms of the reset conversion price as announced on 22 April 2024. The relevant share settlement price in relation to the quarterly repayments and interest remains calculatable based on the then prevailing VWAP.

The Amendments are subject to the following conditions having been satisfied by 15 January 2026 (the "Long Stop Date"):

• Avacta completing a fundraise of, or receiving gross proceeds of at least £13,000,000 in aggregate on or prior to the Long Stop Date by way of:

o Entering into any partnership or other agreements in respect of its pharmaceutical products; and/or

o Any strategic investment into the Company; and/or;

o An equity fundraise

Christina Coughlin, CEO of Avacta commented:

"I am very pleased Avacta has been able to raise the necessary funds to pay off the October instalment of the convertible bond ahead of schedule and also reach an agreement with the Bondholder to amend the terms of the convertible bond.

Admission and Total Voting Rights

Application will be made to the London Stock Exchange for the admission to trading on AIM of the 6,500,000 Placing Shares resulting from the Placing, which is expected to occur at or around 8.00 am on 12 September 2025 ("Admission"). The Placing Shares will rank pari passu with the existing ordinary shares of 10 pence each ("Ordinary Shares") of the Company.

Following Admission, the Company's enlarged issued share capital will be 411,048,875. This figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

Further details of the Placing can be found below.

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Background to the fundraise

The Placing has been conducted by Zeus Capital Limited ("Zeus") as sole bookrunner.

The Placing

The Placing comprises the issue of 6,500,000 Placing Shares at the Issue Price to conditionally raise approximately £3.25 million before expenses for the Company.

The Placing Shares will represent approximately 1.6 per cent of the enlarged share capital of the Company (as enlarged by the Placing Shares) and will rank pari passu with the existing Ordinary Shares.

The Company and Zeus have entered into a placing agreement (the "Placing Agreement"). Pursuant to the terms of the Placing Agreement, Zeus, as agent for the Company, has conditionally agreed to use their reasonable endeavors to procure subscribers for the Placing Shares. Zeus has conditionally placed the Placing Shares with certain investors at the Issue Price.

The Placing Agreement contains certain warranties and indemnities from the Company in favour of Zeus. The Placing is not being underwritten by Zeus nor any other person.

The Placing is conditional upon, amongst other things, the Placing Agreement not having been terminated in accordance with its terms and Admission becoming effective.

Conditions relating to the Placing

The Placing is conditional, inter alia, upon:

• Admission becoming effective by no later than 8.00 a.m. on 12 September 2025 (or such later time and/or date as the Company and Zeus may agree (being not later than 8.00 a.m. on 26 September 2025).

Accordingly, if such conditions are not satisfied or, if applicable, waived, the Placing will not proceed.

Related Party Transaction

Richard Hughes, a Director of the Company, is an associate of Zeus as defined under the AIM Rules. Zeus is therefore a related party of the Company pursuant to the AIM Rules and the payment of a 5 per cent. commission on the value of the Placing Shares placed by Zeus, being £162,500, ("the Zeus Commission") pursuant to the terms of the Placing Agreement is deemed a related party transaction. The Directors (other than Richard Hughes who is an associate of Zeus Capital) consider, having consulted with the Company's nominated adviser Peel Hunt, that the Zeus Commission is fair and reasonable insofar as Shareholders are concerned.

Notes:

References to times in this Announcement are to London time unless otherwise stated.

The times and dates set out in the expected timetable of principal events above and mentioned throughout this Announcement may be adjusted by the Company in which event the Company will make an appropriate announcement to a Regulatory Information Service giving details of any revised dates and the details of the new times and dates will be notified to the London Stock Exchange and, where appropriate, Shareholders. Shareholders may not receive any further written communication.

Information to Distributors

UK Product Governance Requirements

Solely for the purposes of the Product Governance requirements contained within Chapter 3 of the FCA Handbook Product Intervention and Product Governance Sourcebook (the "UK Product Governance Requirements") and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the UK Product Governance Requirements) may otherwise have with respect thereto, the new Ordinary Shares have been subject to a product approval process, which has determined that the new Ordinary Shares are: (i) compatible with an end target market of investors who meet the criteria of professional clients and eligible counterparties, each as defined in the FCA Handbook Conduct of Business Sourcebook; and (ii) eligible for distribution through all distribution channels as are permitted by UK Product Governance Requirements (the "UK Target Market Assessment"). Notwithstanding the UK Target Market Assessment, distributors should note that: the price of the new Ordinary Shares may decline and investors could lose all or part of their investment; the new Ordinary Shares offer no guaranteed income and no capital protection; and an investment in the new Ordinary Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom.

The UK Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Placing. Furthermore, it is noted that, notwithstanding the UK Target Market Assessment, Zeus will only procure investors who meet the criteria of professional clients and eligible counterparties.

For the avoidance of doubt, the UK Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of Chapters 9A or 10A, respectively, of the FCA Handbook Conduct of Business Sourcebook; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to, the new Ordinary Shares.

EU Product Governance Requirements

1. Solely for the purposes of the product governance requirements contained within (a) EU Directive 2014/65/EU on markets in financial instruments, as amended ("MiFID II"), (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II and (c) local implementing measures (together the "EU Product Governance Requirements") and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the EU Product Governance Requirements) may otherwise have with respect thereto, the new Ordinary Shares have been subject to product approval process, which has determined that the new Ordinary Shares are: (i) compatible with an end target market of (a) investors who meet the criteria of professional clients and (b) eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by EU Product Governance Requirements (the "EU Target Market Assessment"). Notwithstanding the EU Target Market Assessment, distributors should note that: the price of the new Ordinary Shares may decline and investors could lose all or part of their investment; the new Ordinary Shares offer no guaranteed income and no capital protection; and an investment in the new Ordinary Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom.

• The EU Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Placing. Furthermore, it is noted that, notwithstanding the EU Target Market Assessment, Zeus will only procure investors who meet the criteria of professional clients and eligible counterparties.
• Each distributor is responsible for undertaking its own target market assessment in respect of the new Ordinary Shares and determining appropriate distribution channels.