Mr. Leslie Markow reports

CARESPAN HEALTH DIVESTS INTEREST IN CARESPAN ASIA FOR US$1,000,000; NET PROCEEDS TO BE USED TO STRENGTHEN BALANCE SHEET AND FUND WORKING CAPITAL TO SUPPORT PATH TO PROFITABILITY; DR. SAM TONEY ELECTED CHAIRMAN OF THE BOARD OF DIRECTORS, DARRELL M

On Feb. 29, 2024, Carespan Health Inc. closed a transaction for aggregate gross proceeds of approximately $1-million (U.S.) involving the (i) sale of the company's 15-per-cent minority equity interest in CareSpan Asia Inc., a Philippines-based corporation, and (ii) exchange of certain software rights (as detailed below) between the company and CareSpan Asia. The net proceeds from the transaction will be used to focus and further build out the company's offerings in the United States market and for general business and working capital purposes.

CareSpan Asia transaction

Details of the Transaction are as follows: CareSpan Asia purchased the remaining equity interest of their company from CareSpan and obtained the rights to exclusively use CareSpan's platform technology in the Asia-Pacific region and for non-exclusive use in South America. In consideration, CareSpan Health received gross proceeds of approximately $1-million (U.S.) and rights to exclusively use the microservices-architected version of the CareSpan platform that is currently being developed by CareSpan Asia (anticipated to be completed by Dec. 31, 2024) in North America and Europe.

Both CareSpan Health and CareSpan Asia intend to continue collaborating on focused technology and market opportunities going forward, building upon the strong relationship developed since the inception of a joint venture between the companies in 2020.

According to Darrell Messersmith, chief executive officer of CareSpan Health: "Following the successful completion of the transaction, CareSpan Health is poised to further pursue its strategic initiatives for health care delivery. The proceeds from the transaction strengthens the company's balance sheet and provides the necessary working capital for the company to focus and further build its network to a scale that achieves profitability via the U.S. market -- the company's primary market. Our contract pipeline, mainly in services to U.S. military personnel, is growing. In addition to the heightened focus on the U.S. market, CareSpan is also in the process of expanding the software-as-a-service (SaaS) component of the business and completing the pilot for Chopra Whole Person Care, which was announced in the second half of 2023. The company will continue to support its European joint venture, SmartCare, where we have a 15-per-cent ownership stake."

Dr. Sam Toney elected as chairman and Darrell Messersmith appointed as board member

Dr. Toney has been elected as chairman of the board of directors of the company.

Dr. Toney was initially elected to the CareSpan board in May, 2023, and will serve as the chairman of the board going forward. As a resident of Tampa, Fla., Dr. Toney has had a well-respected career in health care. He has over 30 years of clinical management experience in health plan populations including Medicare, Medicaid, Tricare and commercial lines of business. He is currently chief executive officer of Toney Healthcare Consulting. Prior to joining CareSpan, Mr. Toney served as chief medical officer for Health Integrated (which he founded) where he developed a unique behaviour modification program known as Dynamic Somato-Social Theory to manage individuals with complex co-morbid profiles. In prior roles with CareSpan, Dr. Sam Toney was senior medical director for behavioural health, acting chief medical officer, as well as senior medical adviser.

According to Dr. Toney: "I am excited to continue my affiliation with CareSpan, this time as chairman of the board. I am excited to help guide the team to capture the exciting opportunity that is ahead of them and do that in a very responsible, patient-centric manner. I am also very excited to share my experience and expertise as CareSpan seeks to develop innovative technology and data solutions to improve health outcomes."

Dr. Toney is certified by the American Board of Psychiatry and Neurology and has appeared in such publications as the Journal of Managed Care Pharmacy, Managed Healthcare Executive and Population Health News. He is also a frequent speaker at major health care industry conferences and provides thought leadership in the design of an integrated approach to diagnosing and treating patients with chronic physical conditions complicated by co-morbid psychiatric and substance use disorders.

The company is also pleased to confirm that Mr. Messersmith, chief executive officer, has been appointed to the CareSpan board. Rembert de Villa, former chairman and chief executive office of the company, will continue to serve as member of the CareSpan board.

According to outgoing chairman Rembert de Villa: "I am delighted that both Dr. Toney and Darrell Messersmith, have accepted their new roles on the CareSpan board. They truly bring deep and extensive health care industry knowledge and experience that will be needed for CareSpan to execute its strategic focus on the company's higher-margin segments and business goals going forward."

About CareSpan Health Inc.

CareSpan is a health care technology and services company. CareSpan, with its head office in British Columbia, is the parent company of the CareSpan group, which holds a 100-per-cent interest in its operating subsidiary, CareSpan Holdings Inc., a Delaware incorporated company.

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