2 Safe Harbor When used, the words "believe," "plan," "intend," "anticipate," "target," "estimate," "expect" and the like, and/or future tense or conditional constructions ("will," "may," "could," "should," etc.), or similar expressions, identify certain of these forward-looking statements. Important factors which could cause actual results to differ materially from those in the forward-looking statements are detailed in filings made by CollabRx with the Securities and Exchange Commission. CollabRx undertakes no obligation to update or revise any such forward-looking statements to reflect subsequent events or circumstances. This presentation and the accompanying commentary include forward-looking statements about CollabRx’ anticipated results that involve risks and uncertainties. Some of the information contained in this presentation, including, but not limited to, statements as to industry trends and CollabRx’ plans, objectives, expectations and strategy for its business, contains forward-looking statements that are subject to risks and uncertainties that could cause actual results or events to differ materially from those expressed or implied by such forward-looking statements. Any statements that are not statements of historical fact are forward-looking statements. © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX 2

3 Free Writing Prospectus Statement CollabRx, Inc. has filed a registration statement on Form S-1 (Registration No. 333-199477) with the Securities and Exchange Commission (the “SEC”) for the offering to which this communication relates. A copy of the preliminary prospectus describing the terms of the proposed offering has been filed with the SEC. Before you invest in this offering, you should read the prospectus and the other documents we have filed with the SEC that are incorporated by reference in such for more complete information about us and this offering.You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, we or the underwriter participating in the offering will arrange to send you the prospectus if you contact Aegis Capital Corp., Prospectus Department, 810 Seventh Avenue, 18th Floor, New York, NY 10019, telephone: 212-813-1010, e-mail: prospectus@aegiscap.com. © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX 3

Business Update Key Reasons for current offering of shares:To cure NASDAQ Net Equity Deficiency before hearing on 2/19/15To provide capital for continued operation of CollabRxProposed business combination with Medytox Solutions, Inc.Signed non-binding LOI on 12/6/14 for potential business combinationEntered into Agreement with Medytox on Jan 16, 2015 to provide CollabRx funding up to $2.4M (As of 2/17/15 CollabRx has borrowed $644,863)Agreement provides for a $1M fee to Medytox under certain termination conditionsPotential Synergies between CollabRx and Medytox:Increased sales and marketing capabilities for CollabRx productsCollabRx product combined with genomics-based testing creates a superior product without competing with existing lab customersIncreased management and financial capability enables CollabRx to focus on its business model as testing market for cancerReduced burden related to public company expenses (~25% of CollabRx Total OpEx) 4 © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX

Proposed Deal Terms Reverse merger transactionCollabRx will be surviving legal parentMedytox will be surviving accounting parentAll Medytox shares to be cancelled at closing and exchanged for CLRX common, except for Series B Preferred stock which will be exchanged for $25M of Convertible Promissory NotesCapitalization immediately post-merger, based on shares outstanding:5.2% for CollabRx stockholders; 94.8% for Medytox stockholdersDoes not take into account any capital raised by CollabRx in current offeringBoard Composition (seven members):CollabRx to have two seats (one management, one independent)Medytox to retain 5 seatsCollabRx will continue to operate as independent, wholly-owned subsidiary 5 © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX

Medytox Solutions, Inc. Vertically integrated provider of clinical lab testing and related servicesCurrently serves drug rehab, pain management, private physicians / clinics Employs cutting-edge technology, systems and services to improve efficiency and reduce cost of patient careStrong record of organic growth with a superior management team 6 © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX

Stage of Negotiations The Letter of Intent that was entered into by CollabRx and Medytox on December 6, 2014 is non-binding. We have not yet signed a definitive merger agreement. We have not sought approval from our Board of Directors for the proposed business combination and will not do so until we have a draft definitive agreement. The completion of the proposed merger transaction will be subject to the approval of the stockholders of CollabRx and Medytox.We have not submitted the terms of the proposed transaction to any regulatory agency for approval.The negotiations are at a very early stage. The proposed business combination was disclosed only because the Loan and Security Agreement and the separate Agreement entered into on January 16, 2015 were material to CollabRx.The $1M termination fee is triggered only under specific circumstances and is expected not to include the current offering. 7 © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX

Overview of CollabRx A clinical decision-support company for precision oncologyWe translate expert knowledge about complex molecular medicine and make it relevant, accessible and actionable for practicing physiciansNot a lab – we focus on data interpretation, reporting and downstream analytics for clinical decision-makingWe provide evidence-based content and expert decision support in SaaS and advertising business modelsProprietary interpretive content in two major product lines:Web and mobile apps for use by oncologists at the point of careAn automated interpretation and reporting service for the diagnostic laboratory marketLanded major customers and partners in past 24 monthsMajor online media partner is Everyday Health / MedPage TodayQuest Diagnostics, Life Technologies, CellNetix, Genoptix (division of Novartis), Cynvenio, The Jackson Laboratories, Ohio State and U ChicagoDistribution partners include Affymetrix, Omicia, Cartagenia and Syapse 8 © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX

Oncologists are our market Automated, SaaS reporting service for complex NGS panelsExpert-vetted Actionability FrameworkXML data or physician-ready reportsVolume-based subscription / per test fee GVA™ Service “Expert systems” for treatment planning (Therapy Finders™)Relevant medical news as it breaksOn-line Media Partner MedPage TodayAd and sponsorship revenue sharing CancerRx Mobile App Indirectly via Diagnostic Labs Directly at the Point-of-Care 10 © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX

11 Newly emerging market for genomic-based testing in cancer Addressable US market ~ 13 million patients7 million (55%) with a strong genetic association*1.7 million new US patients in 2013 and 14 million globally*Growing to almost 3 million new US patients each year by 2050**Each day approximately 1,600 US patients progress beyond “guidelines” and are candidates for genomic medicineThe total available market for testing in cancer is estimated at $10B in 2014 in the US alone, growing to $25B by 2018, but is barely penetrated*Latest trend in genomic testing for cancer is blood-based:Circulating tumor cells and cell-fee DNA from blood sampleTracks progression of disease over time; may be used for early detectionExpands by several times the amount of potential testing Sources: *JPMorgan, June 2014 **American Cancer Society and WHO **Hayat M J et al. The Oncologist, 2007, 12:20-37. © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX 11

Need to address rapidly changing science and standards in oncology “Our patients rely on us to guide them in this new landscape of molecular oncology. But the field is just changing too quickly. We simply do not have enough hours in the day to see patients and stay abreast of the field.” Source: Community Oncologist from Frankel Group Report to CollabRx, Inc. 1/13 When should I augmentBRAF inhibitors with MEK inhibitors? Are there any off-label drugs that I should consider for a patient with RET mutations? Is there any clinical evidence for targeting DDR2 mutations in solid tumors? My patient has mutations in PIK3CA and BRAF. Which is more clinically actionable? 12 © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX

GVA focused on knowledge-based portions of the clinical genetic testing workflow Data Analysis/InterpretationClinical decision support layerResults in XML file ReportingVisual analysis, configure report parametersResults in physician ready report (e.g., PDF file) CollabRx Specimen HandlingAcquisitionTransportLab Acceptance Sample PrepExtract DNA from biopsy tissuesResults in material suitable for analysis with NGS platforms Genetic AnalysisNGS sequencingResults in files that contain raw sequence data as direct export from NGS platforms BioinformaticsCall variants, quality filteringResults in VCF fileOften in open source software Hospital Lab or Reference Lab Downstream AnalyticsCompare results across patientsCorrelate with clinical outcomesIntegrate into EMR 13 © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX

Therapy Finders™ make expert knowledge available at the office and at home Current Therapy Finders for Lung, Colorectal, and Metastatic Breast cancers and Melanoma Recently launched CancerRx mobile app includes Therapy Finders and MedPage Today newsfeed 14 © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX

15 Editorial Boards& Guidelines Knowledge Base of Treatment Models In-House KnowledgeExperts Combine in-house and external experts to create a unique knowledge resource Representative Sources of Guidelines Representative Available Data Sources: © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX 15

Melanoma Melanoma Lung Breast Breast Colorectal Sarcoma Leukemia Prostate Pancreas Pan Cancer Breast Over 75 expert advisors from leading institutions provide best practice insights Representative institutional affiliations of advisors: An unprecedented network of uncompensated volunteers to advance the field with CollabRx © Copyright 2014 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX 16

Minutes Not Days GVA System: Automated, scalable, contextualized assembly of content for labs entering the genomic testing market in cancer Platform for interpretation and reporting Testing and QA Project management Support Build/ deploy policies Content updates Hosting Availability Documentation Approval automation Change management Software Engineering 17 © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX 6624 Aberrations3807 Drugs7988 Clinical Trials4368 Text Summaries GVA Contents

Competitive Strengths Proprietary knowledgebase is focused on actionable information for physiciansFocus is on providing actionable information that physicians can use to plan treatment strategies for their advanced cancer patients and identifying the evidence in the public domain that justifies the therapy options presentedAn automated software platform is scalable and capable of handling high test volumes and fast turn-around timesOur platform provides us with a scalable, interactive service that can handle large test volumes and still maintain fast turn-around times for our customers. In this respect it is unmatched in our fieldA large network of independent expert clinical advisorsOver 75 independent, uncompensated expert advisors, organized by both tissue-specific editorial boards and pan-cancer or biomarker-centric boards, provides a unique, unbiased mechanism to inform and prioritize treatment strategies based on evidence First-mover advantage and independenceFirst to have focused exclusively on the information-based, value-added steps of the diagnostic testing workflow in the context of providing clinical grade interpretation of multi-gene testing in cancer, separate from the processing of tissue samples in a laboratory environment 18 © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX

Multiple current and potential revenue sources Web and Mobile Apps Pharma Physicians and patients Pharma MedPage Today Per-test-fees(Software-as-a-Service) Volume-based Subscriptions Ad revenue / Sponsorships Customization(Fee for service) “Freemium” / PremiumSubscriptions Data analyticsLicense Fees GVA Service to LabsDiagnostic companiesLife Science companiesAcademic medical centers Diagnostic companiesLife Science companies Diagnostic companiesLife Science companies Bold indicates revenue received produced in these categories © Copyright 2014 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX 19

Long-term product strategy Business Model Customer Base Diagnostic Content Provider Outcomes Driver Early Adopter Oncologists & Pathologists Broader Provider User Base Payers / Pharma Content supplier for platform providers and related customers Initial penetration of diagnostic labsOnline media presence Stage I Customized Data-Driven Care Enabler Broader cancer panel applications & volumeExtended lab product to new Dx supplier(s)Increased provider uptake, migrating to community settingsExpanded online media presence Stage II Integrate with Dx suppliers and CROs to demonstrate outcomes impactEngage payers with value propositionIntroduce pharma analytics offering Introduce longitudinal reporting for drug development Stage III Provide valued genomics-based content to improve diagnostic interpretation Integrate patient-specific data to increase content actionability Link CLRX informatics to improved quality / survival outcomes 20 © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX

Partnerships, strategic alliances, customers and sponsors 21 Academic InstitutionsCancer CentersProfessional OrganizationsUniversity of ChicagoOhio State UniversityJackson LaboratoryOncoSolutions Cancer Center (Singapore)American Society of Clinical Oncology (ASCO)College of American Pathologists (CAP) Diagnostic LabsGenomic Analysis CompaniesQuest DiagnosticsAffymetrixLife TechnologiesGenoptixCellnetixCynvenio BiosystemsOncoDNASengenics Online MediaHealthcare ITEveryday HealthMedpage TodayGeneInsightProjects in Knowledge Pharma / BiotechGSKPfizerBoehringer Ingelheim © Copyright 2014 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX 21

22 Seasoned leadership team Thomas Mika, MBA; Chairman, President, and CEO – Tegal, IMTEC, Cresap, National Science Foundation, HBS George Lundberg, MD; Chief Medical Officer and Editor-in-Chief – AMA, WebMD, Medscape, Stanford (Professor, pathology), Lundberg InstituteClifford Baron, PhD; Vice President and COO – Accelrys, Inc., Applied Biosystems, Pangea/Doubletwist, UC-BerkeleyGavin Gordon, MBA, PhD; Vice President, Business Development and Strategic Alliances – Harvard Medical School (Professor, molecular pathology), UNCSmruti Vidwans, PhD; Chief Scientist – McKinsey & Company (GSK, Roche as clients), MIT, UCSF © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX 22

23 Board of Directors Thomas R. Mika, Chairman (see Management Team)Paul R. Billings, MD, PhD – Author, lecturer, consultant, professor and thought leader in genomic medicine. CMO, Thermo Fisher Scientific, Member of FDA Science Board, VA Genomic Medicine Advisory Committee, IOM Genomic Medicine Roundtable; LabCorp, Trovagene, Ancestry.com, Cordblood Registry, Omicia.James Karis – Senior Health Technology Executive. CEO of Mapi Group (CRO), CEO of Entelos, President & COO of Parexel International, COO of Pharmaco International, VP International Ops of Baxter Healthcare, founder of KMR Group Analytics.Jeffrey Krauss – Venture Capitalist, Private Equity Investor. Managing Member of PPC Enterprises LLC, Partner of Psilos Group Managers and Nazem & Co., Attorney at Simpson, Thatcher & Bartlett.Carl Muscari – Serial Entrepreneur. CEO of MSRC, Video Communications, Acuity Imaging, Exos, and Madison Cable, GM of Ferrofluidics. © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX 23

Investment Thesis Highly regarded, industry-leading position with unique, proprietary platform to address critical need of interpretation and reporting on genomic test results to physicians at scaleDeveloped and published objective criteria for “Actionability” of genomic test results with high-profile academic physician thought leaders to enable precision oncologyCore academic institutional partners in the forefront of clinical genomic testing to drive adoption and brand recognitionHigh profile strategic alliances with major industry-leading companiesEstablished a strong commercial foundation with two proven products Compelling public company growth opportunity as market for genomic testing in cancer patients becomes routineTotal capital invested to date approximately $20mm, pre and post merger 26 © Copyright 2015 CollabRx, Inc. - All Rights Reserved NASDAQ CM: CLRX