XORTX Announces Pioneering Research on Genome-Wide Pathogenic Pathways in Gout and Provides a Corporate Update

Executive Summary

• XORTX Therapeutics announced the appointment of Krysta Davies Foss to its board and the resignation of three directors, reducing the board to five members.
• The company corrected details of its October 29 2025 $1.1 million Registered Direct Offering, confirming the issuance of 572,470 common shares and 1,177,530 pre‑funded warrants (total 1,750,000) and disclosed a $77,175 cash commission paid to D. Boral Capital LLC.
• XORTX provided an update on the pending acquisition of Vectus Biosystems’ Renal Anti‑Fibrotic Therapeutic Program, stating closing is expected no later than January 13 2026, subject to ASX shareholder‑approval clarification.

Key Details

• Board Appointment: Krysta Davies Foss, CEO of Triad Strategic Services, joins the XORTX board; brings 25+ years biotech strategy experience.
• Director Resignations: Bill Farley, Abigail Jenkins and Patrick Treanor resign; board composition now five directors.
• Financing Clarification (Registered Direct Offering):
• Total securities issued: 572,470 common shares + 1,177,530 pre‑funded warrants = 1,750,000 units.
• Original press release misstated pre‑funded warrant count by 60,000; corrected figure now reflects the accurate total.
• Agent warrants: 87,500 warrants to D. Boral Capital LLC at $0.69 per share, exercisable starting day 181 post‑issuance for an 18‑month period.
• Cash commission paid to D. Boral Capital LLC: USD 77,175 (7% of gross proceeds).
• Acquisition Update – Vectus Biosystems:
• Target: Renal Anti‑Fibrotic Therapeutic Program (VB4‑P5 IP).
• Binding term sheet requires closing within 90 days of signing; anticipated no later than January 13 2026.
• Closing contingent on ASX determination of whether shareholder approval is required for the sale.
• XORTX and Vectus remain committed to finalizing the transaction; further timing updates will be provided once ASX feedback is received.

Notable Quotes

• Allen Davidoff, Ph.D., CEO: “The addition of Ms. Foss adds a strong board member to the Company… The acquisition of Vectus’s renal anti‑fibrotic program remains a key component of our growth strategy and we look forward to closing this transaction as soon as regulatory clarity is obtained.”

Materiality Assessment: Material – Positive (significant corporate governance changes, clarification of financing terms, and progress on a strategic acquisition).