Resverlogix : Annual Information Form 2022

Annual Information Form

Fiscal Year Ended December 31, 2022

March 31, 2023

Table of Contents
Advisories	4
Forward-Looking Information	4
Corporate Structure	6
Name and Incorporation	6
Inter-Corporate Relationships	6
Description of Business	6
The Drug Development Process	6
Lead Clinical Candidate Apabetalone (RVX-208)	7
Epigenetic Mechanism of Action: Single Therapeutic Target with Multiple Biological Effects	8
BET Inhibition Targets Pathways and Markers That Are Linked to Disease Progression	9
Resverlogix's Drug Development Strategy and Commercial Rationale	10
Cardiovascular Disease and Diabetes Mellitus	11
Post COVID-19 Conditions	12
Chronic Kidney Disease and End-Stage Renal Disease	13
Neurodegenerative Disease	14
Competitive Environment	14
Key Products in Development (Resverlogix and Competitors)	19
General Development of the Business	21
History of Apabetalone Development	21
Recent Clinical Developments	22
Recent Scientific Developments	25
Additional Indications and Potential Orphan Diseases	28
Apabetalone (RVX-208) Clinical Trials	30
Regulatory Affairs	30
Intellectual Property	30
Clinical and Scientific Advisory Boards	31
Financing	33
Licensing	35
Risk Factors	36
Risks Relating to Our Business	36
Risks Relating to our Intellectual Property	45
Risks Relating to Owning our Common Shares	46
Dividends	47
Description of Capital Structure	47
Common Shares	47
Preferred Shares	47
Market for Securities	48
Directors and Executive Officers	50
Name, Occupation and Security Holdings	50
Audit Committee Matters	51
Cease Trade Orders, Bankruptcies, Penalties or Sanctions	52
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Conflicts of Interest	53
Interests of Management and Others in Material Transactions	53
Transfer Agent and Registrar	53
Material Contracts	53
Interests of Experts	54
Additional Information	54
Schedule "A" - Audit and Finance Committee Charter	55
Glossary	61
References	67

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Advisories

Conventions

In this Annual Information Form ("AIF"), unless the context otherwise requires, references to "Resverlogix", "we", "us", "our" or similar terms, or to the "Company" refer to Resverlogix Corp. (either alone or together with its subsidiaries).

The information contained in this AIF is presented as at December 31, 2022, except where otherwise noted.

Capitalized terms that are not otherwise defined herein have the meanings given in the Glossary at the end of this AIF.

Unless otherwise noted, all dollar amounts in this AIF are expressed in Canadian dollars.

Scientific and Industry Data

Certain independent third-party scientific research and industry data contained in this Annual Information Form is based upon information from government or other independent industry or scientific publications and reports or based on estimates derived from such publications and reports. Government and industry publications and reports generally indicate that they have obtained their information from sources believed to be reliable, but the Company has not conducted its own independent verification of such information. While the Company believes this information to be reliable, third-party information is subject to variations and cannot be verified with complete certainty due to limits on the availability and reliability of raw data, the voluntary nature of the data gathering process, and other limitations and uncertainties inherent in any statistical or scientific survey. In addition, this third-party information has been prepared as of a specific date and therefore does not contemplate changes in facts and circumstances following such date. The Company has not independently verified any of the research, findings or data from independent third-party sources referred to in this Annual Information Form or ascertained the underlying assumptions relied upon by such sources. Unless specifically stated, none of the third-party information cited in this Annual Information Form is incorporated by reference herein. All third-party information source references are provided for the reader's convenience only and do not form a part of this Annual Information Form.

Forward-Looking Information

All statements, other than statements of historical facts, included in this Annual Information Form regarding our strategy, future operations, financial position, future revenues, projected costs, prospects, plans and objectives of management are forward-looking statements that contain forward looking information within the meaning of Canadian securities legislation. Forward looking statements and forward-looking information are referred to collectively herein as "forward looking statements". The words "believe", "anticipate", "estimate", "plan", "expect", "intend", "may", "project", "will", "would" and similar expressions and the negative of such expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. We cannot guarantee that we actually will achieve the plans, intentions or expectations disclosed in our forward-looking statements and you should not place undue reliance on our forward-looking statements.

Our statements of "belief" in respect of our drug candidate(s) are based primarily upon our results derived to date from our pre-clinical and clinical research and development and our research and development program. We also use the term "demonstrated" in this Annual Information Form to describe certain findings that we make arising from our research and development including any pre- clinical and clinical studies that we have conducted to date.

We believe that we have a reasonable scientific basis upon which we have made such statements of "belief" or arrived at such findings. It is not possible, however, to predict, based upon in vitro, animal and/or human studies whether a therapeutic agent will be proved to be safe and/or effective in humans and no conclusions should be drawn in that regard from what we state has been demonstrated by us to date. We cannot assure you that the particular results expected by us will occur.

Any forward-looking statements and statements of "belief" represent our estimates only as of the date of this Annual Information Form and should not be relied upon as representing our estimates as of any subsequent date. The forward-looking statements contained in this Annual Information Form include, but are not limited to, statements regarding our:

• aim to commercialize or license to a pharmaceutical partner our products for the treatment of unmet medical needs related to prevention of: major adverse cardiovascular events in patients with diabetes mellitus and chronic kidney disease; post COVID-19 conditions and additional indications;
• aim to carry out trials on our products for the treatment of unmet medical needs related to major adverse cardiovascular events in patients with higher risk such as acute coronary syndrome, diabetes mellitus and chronic kidney disease, post COVID-19 conditions and additional indications, and the timing of such trials;
• plans related to our post COVID-19 conditions, cardiovascular disease, and other programs and the planning and design of clinical trials as part of each of these programs;
• expectations relating to the timing of significant clinical trial milestones;
• the function and effectiveness of apabetalone, also referred to as RVX-208;

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• the development of new compounds and the potential impact of these compounds on multiple diseases;
• aim to obtain regulatory approval for our products;
• expectations with respect to the cost of clinical trials and commercialization of our products;
• projected competitive conditions with respect to our products;
• anticipated sources of revenue and the estimated market for our products;
• expectations regarding the protection of our intellectual property;
• business strategy;
• intentions with respect to dividends; and
• potential milestone payments and royalties pursuant to the license agreements with Shenzhen Hepalink Pharmaceutical Co., Ltd. ("Hepalink") and Medison Pharma Ltd.

Such forward-looking statements are based on a number of assumptions which may prove to be incorrect, including, but not limited to, assumptions about:

• general business and economic conditions;
• interest rates;
• the timing of the receipt of regulatory and governmental approvals for research and development projects;
• the availability of financing for research and development projects, or the availability of financing on reasonable terms;
• the ability to refinance existing indebtedness on reasonable terms upon maturity;
• the impact of changes in Canadian dollar-US dollar and other foreign exchange rates on our costs and results;
• market competition;
• our ability to attract and retain skilled staff; and
• ongoing relations with employees and with business partners.

Such forward-looking statements involve known and unknown risks and uncertainties, including those referred to in this Annual Information Form, which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These risks include, but are not limited to:

• risks related to the early stage of our products;
• uncertainties related to clinical trials and product development;
• uncertainties related to current economic conditions;
• risks related to rapid technological change;
• uncertainties related to forecasts and timing of clinical trials and regulatory approval;
• competition in the market for therapeutic products to treat cardiovascular disease, post COVID-19 conditions, neurodegenerative diseases, diabetes mellitus and other high-risk vascular diseases;
• risks related to potential product liability claims;
• availability of additional financing and access to capital for research and development, clinical trials and regulatory approval;
• market acceptance and commercialization of our products;
• the availability and supply of raw materials, including supplies of sufficient active pharmaceutical ingredients for large clinical trials and future commercial production;
• risks related to the effective management of our growth;
• potential reliance on partnering agreements to provide support for discovery and development efforts, and on corporate sponsors, pharmaceutical companies, and others to successfully develop and commercialize our technology;
• the willingness of health care insurers and other organizations to pay for our products;
• risks related to our reliance on key personnel;
• risks related to the regulatory approval process for the manufacture and sale of non-therapeutic and human therapeutic products; and
• our ability to secure and protect our intellectual property, and to operate without infringing on the proprietary rights of others or having third parties circumvent the rights owned or licensed by us.

The foregoing list of important factors and assumptions is not exhaustive. Events or circumstances could cause our actual results to differ materially from those estimated or projected and expressed in, or implied by, these forward-looking statements. You should also

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