Mr. Chris Dallin reports

ASEP MEDICAL ANNOUNCES $1,343,699 DEBT SETTLEMENT

ASEP Medical Holdings Inc. intends to settle debt, on April 8, 2025, in the aggregate amount of $1,343,699 owed by the company to certain creditors of the company in exchange for 26,873,980 common shares at a price of five cents per settlement share. The debt to be settled relates to fees payable to certain creditors, directors, officers and advisers of the company.

The proposed debt settlement is a related-party transaction within the meaning of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). The debt settlement is exempt from the valuation requirement of MI 61-101 by virtue of the exemptions contained in Section 5.5(b) of MI 61-101 as the common shares are not listed on a specified market and from the minority shareholder approval requirements of MI 61-101 by virtue of the exemption contained in Section 5.7(1)(a) of MI 61-101 in that the fair market value of the debt settlement will not exceed 25 per cent of the company's market capitalization. As the material change report disclosing the debt settlement is being filed fewer than 21 days before the transaction, there is a requirement under MI 61-101 to explain why the shorter period was reasonable or necessary in the circumstances. In the view of the company, it is necessary to immediately close the debt settlement, and, therefore, such shorter period is reasonable and necessary in the circumstances to improve the company's financial position.

About ASEP Medical Holdings Inc.

ASEP is dedicated to addressing the global issue of antibiotic failure by developing novel solutions for significant unmet medical needs in human medicine. The company is a consolidation of three existing private companies, all with technology in advanced development: Sepset Biosciences Inc. (proprietary diagnostic tools to enable the early and timely identification of sepsis), ABT Innovations Inc. (broad-spectrum therapeutic agents to address multidrug-resistant biofilm infections) and SafeCoat Medical Inc. (an anti-bacterial peptide medical device coating technology).

Sepset Biosciences is in the final stages of preparation for clinical studies and commercialization of an in vitro diagnostic test that involves a patient gene expression signature that helps assess the development of severe sepsis, one of the significant diseases leading to antibiotic failure since antibiotics are the primary initial treatment for sepsis. Sepsis was responsible for nearly 20 per cent of all deaths on the planet in 2017 and essentially all deaths due to COVID-19 and other pandemics. The SepsetER test is a blood-based gene expression assay that is straightforward to implement, and results are obtained about an hour after taking a blood sample in the emergency room or intensive care unit. This proprietary diagnostic technology differs from current diagnostic tests, enabling the risk assessment for progression to severe sepsis within approximately 60 minutes of initiating the test. Bacterial culture, the gold standard, provides results after approximately 15 hours but can be as long as three. ASEP believes its test will enable critical early decisions to be made by physicians regarding appropriate therapies and thus reduce overall morbidity and mortality due to sepsis.

ABT Innovations' peptide technology covers a broad range of therapeutic applications, including bacterial biofilm infections (dental, wound, sinusitis, skin, medical device infections, chronic infections, lung, bladder, ear, nose and throat, and orthopedic), anti-inflammatories, anti-infective immune modulators and vaccine adjuvants. The company is in the preclinical development phase with promising data for the first three indications.

SafeCoat Medical's technology encompasses anti-fouling self-assembling polymers combined with conjugated antimicrobial peptides, which can be applied to various surfaces as anti-microbial and anti-fouling coatings. In particular, the invention relates to coatings that may be applied to multiple medical devices and implants, and feasibility has been demonstrated in animal models. The company's expertise also encompasses the methods for manufacturing and applying these anti-bacterial coatings.

We seek Safe Harbor.