Onconetix to acquire Realbotix in reverse merger; Realbotix holders to own 75-90%

Onconetix, Inc.

• Onconetix issues shares to Realbotix seller such that seller owns 75%–90% of fully diluted shares based on Net Cash at closing.
• Closing requires Onconetix to have at least $12.5M Net Cash and enter a $125M equity line of credit.
• Post-closing board: 5 directors with 4 designated by Realbotix and 1 by Onconetix.
• Realbotix is an AI humanoid robotics company with U.S. manufacturing, proprietary AI, and multilingual robots.
• Termination fee: $500k plus expenses (capped at $500k); additional $1.5M if Buyer Superior Proposal closes.

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