Financing with Expected Size of up to $4 Million

LONDON and SALT LAKE CITY, 8 April 2024 - Renalytix plc (NASDAQ: RNLX) (LSE: RENX) announces a registered direct offering of ordinary shares at a purchase price equivalent to $0.75 per NASDAQ ADS ($0.375 per common stock share) (£0.0025 each) (the "Ordinary Shares") (the "Fundraise") to DB Capital Partners Healthcare, L.P. (the "Purchaser"), a specialty healthcare institutional investor focused on innovative medical technology that fundamentally changes critical global diseases care. The Fundraise was conducted by way of a securities purchase agreement between the Purchaser and the Company which consists of an initial tranche of 2,666,667 Ordinary Shares initially for an amount of $1.0 million (the "Initial Tranche Shares") with an optional subsequent tranche of Ordinary Shares at the option of the Purchaser. Both tranches are priced at $0.75 per NASDAQ ADS ($0.375 per Ordinary Share). The aggregate total amount for both tranches, if the option is fully exercised, is expected to be up to $4 million in total financing. The net proceeds of the Fundraise will be used to support commercial sales activity as the Company continues its Formal Sale Process, as previously announced.

Highlights

• The Fundraise comprises a $1 million registered direct offering of the Initial Tranche Shares at $0.75 NASDAQ ADS ($0.375 per Ordinary Share), and an optional subsequent tranche at the same purchase price, exercisable at the purchaser's option until April 17, 2024.
• The sale and purchase of the Initial Tranche Shares and, if applicable, the Subsequent Tranche Shares (as defined below) shall complete no later than 11 April 2024 ("Initial Closing") and 19 April 2024 ("Subsequent Closing"), respectively.
• The net proceeds of the Fundraise will be used to support commercial sales activity and provide enhanced optionality as the Company continues its ongoing Formal Sale Process, as previously announced.

Pursuant to the securities purchase agreement entered into between the Company and the Purchaser on 5 April 2024 (the "Securities Purchase Agreement"), the Purchaser may, upon notice to the Company to be given no later than 5:00 p.m. New York time on 17 April 2024 (the "Subsequent Tranche Notice"), subscribe for an optional subsequent tranche of Ordinary Shares (the "Subsequent Tranche Shares"). The Subsequent Tranche Shares shall not be more than such number of Ordinary Shares that the directors of the Company (the "Directors") are authorised to allot and issue on a non-pre-emptive basis as of the date of the Subsequent Tranche Notice under the existing authorities granted at the Company's Annual General Meeting held on 15 December 2023. Any additional funding to be raised from issuing and allotting Ordinary Shares or other securities above existing authorities available shall be subject to the Company securing further authorities to allot and issue on a non-pre-emptive basis through a general meeting.

The completion of the sale and purchase of the Initial Tranche Shares is expected take place no later than 11 April 2024, subject to customary closing conditions. Upon Initial Closing, the Purchaser will hold 2,666,667 Ordinary Shares which is expected to be approximately 2.18% of the Company's then issued share capital without taking into account any Ordinary Shares which may be allotted and issued from the date hereof and until the First Closing.

The registered direct offering is being made pursuant to a shelf registration statement on Form S-3 (File No. 333-274733) (including a prospectus) previously filed with the U.S. Securities and Exchange Commission (the "SEC") on 28 September 2023 and declared effective by the SEC on 6 October 2023. A prospectus supplement and the accompanying prospectus relating to and describing the terms of the registered direct offering will be filed with the SEC and will be available on the SEC's website at www.sec.gov.

The International Securities Identification Number for the Ordinary Shares is GB00BYWL4Y04.

Market soundings, as defined in MAR, were taken in respect of the proposed Fundraise with the result that certain persons became aware of this inside information, as permitted by MAR. Upon the publication of this announcement, this inside information is now considered to be in the public domain and therefore those persons that received inside information in the market sounding are no longer in possession of such inside information relating to the Company and its securities.

In connection with this registered direct offering, the Company has entered into the Securities Purchase Agreement to raise gross proceeds of at least $1 million through the sale and issue of (i) 2,666,667 new Ordinary Shares at $0.375 per Ordinary Share and (ii) an optional tranche of Ordinary Shares at the option of the Purchaser. The optional tranche shares shall not be more than such number of Ordinary Shares that the directors of the Company are authorised to allot and issue on a non-pre-emptive basis as of the date of the Subsequent Tranche Notice under the existing authorities granted at the Company's Annual General Meeting held on 15 December 2023. The Purchaser is a Delaware limited partnership created for the purpose of investment in the Company by less than thirty investors as limited partners of the Purchaser.

The price of $0.375 per Ordinary Share represents a premium of approximately 4.1 per cent. to the Company's closing price as at 5 April 2024, being the last practicable date prior to this announcement (assuming an exchange rate of £1.00 = $1.2639).

The Initial Tranche Shares and, if applicable, the Subsequent Tranche Shares, when issued, will be credited as fully paid and will rank pari passu in all respects with the Company's existing Ordinary Shares, including the right to receive all dividends and other distributions declared, made or paid on or in respect of such shares after the date of issue.

The Company shall procure that its nominated adviser submits to London Stock Exchange plc an application for admission of the Initial Tranche Shares and, if applicable, the Subsequent Tranche Shares to trading on AIM, a market operated by London Stock Exchange plc, with such admission to be effective as soon as reasonably practicable following the relevant closing.

The registered direct offering is being made pursuant to a shelf registration statement on Form S-3 (File No. 333-274733) (including a prospectus) previously filed with the SEC on 28 September 2023 and declared effective by the SEC on 6 October 2023. A prospectus supplement and the accompanying prospectus relating to and describing the terms of the registered direct offering will be filed with the SEC and will be available on the SEC's website at www.sec.gov.

Total Voting Rights

Upon allotment and issue of the Initial Tranche Shares, the total issued share capital of the Company is expected to be 122,582,854 Ordinary Shares. The figure of 122,582,854 may be used by shareholders 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 Company, under the Financial Conduct Authority's Disclosure and Transparency Rules.