Volitionrx Limited (VNRX) Prices 13M Share Offering at $1.27/sh

VolitionRx Limited (NYSE AMERICAN: VNRX) ("Volition" or the "Company"), a multi-national epigenetics company, announced today the pricing of an underwritten public offering of 13,000,000 shares of its common stock at a public offering price of $1.27 per share. The gross proceeds to Volition from the offering, before deducting underwriting commissions and other estimated offering expenses payable by Volition, are expected to be $16.5 million. In addition, Volition has granted the underwriters a 30-day option to purchase up to an additional 1,950,000 shares of its common stock at the public offering price, less underwriting discounts and commissions, to cover over-allotments in connection with the offering. All of the shares of common stock in the offering were offered by Volition. The offering is expected to close on or about June 5, 2023, subject to the satisfaction of customary closing conditions.

Volition intends to use the net proceeds from the offering for research and continued product development, clinical studies, product commercialization, working capital and other general corporate purposes, including potential strategic acquisitions.

Freedom Capital Markets is acting as the book-running manager of the offering and Bancroft Capital is acting as co-manager.

The securities are being offered by Volition pursuant to a "shelf" registration statement on Form S-3 (File No. 333-259783) previously filed with the Securities and Exchange Commission (the "SEC") on September 24, 2021, as amended on November 4, 2021, and declared effective by the SEC on November 8, 2021. The offering is being made only by means of a prospectus supplement and an accompanying base prospectus, as may be further supplemented by any free writing prospectus and/or pricing supplement that the Company may file with the SEC. A preliminary prospectus supplement and an accompanying base prospectus describing the terms of the proposed offering have been filed with the SEC and are available on the SEC's website at www.sec.gov. The final prospectus supplement relating to the offering will be filed with the SEC and will also be available on the SEC's website. Copies of the preliminary prospectus supplement, the final prospectus supplement and the accompanying base prospectus relating to the offering can also be obtained, when available, in writing from Freedom Capital Markets, 40 Wall Street, 58th Floor, New York, NY 10005, or via email at [email protected] and via telephone at (800) 786-1469.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

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