CARESPAN HEALTH, INC. ISSUES SECOND QUARTER and First Six Months ended June 30, 2023 FINANCIAL STATEMENTS

Carespan Health Inc. has released its consolidated results for the quarter ended June 30, 2023. All amounts are expressed in U.S. dollars.

The Company’s profitability improved during the quarter compared to the same period last year despite the decline in revenue due to the reduction of Covid-related cases and typical seasonality. Operating (loss) in Q2 2023 improved by 22% from Q2 2022. This was achieved through a steady shift to higher-margin services and continued cost containment and productivity measurestaken by the Company starting in 2022, reducing operating expenses by $1,124,120, or 48%, from Q2 2022 to Q2 2023.

The decline in patient encounters and revenue between the first six months of 2023 compared to the first six months of June 30, 2022 is due singularly to the significant drop in COVID-19- related encounters and associated reimbursements. The surge in COVID-19/Omicron-related cases in Q4 2021 and Q1 2022, and its subsequent decline is consistent with COVID-19 case patterns experienced across the United States. The decline in revenue from Q1 2023 to Q2 2023 is related to the typical seasonality of clinical encounters.

While COVID 19-related encounters declined, patient visits related to medical assessments for U.S. military veterans increased by over 70% for the same period, from 670 in the first six months of 2022 compared to over 1,150 in the first six months of 2023.

According to Rembert de Villa, Chairman and CEO, “We continue to scale services that drive improved productivity and margins, such as conducting medical assessments for U.S. military veterans. As we reported in our 2022 annual results, we are focused on accelerating our path to get to cash flow positive by executing on the current backlog of higher-margin contracts, developing new contracts for our members, and right-sizing operations and SG&A.

In Q2 2023, we continued to be very intentional in our in our technology spend, enhancing our ‘Clinic-in-the-Cloud’ platform through high-impact functions and features that improve revenue capture and profitability.”

Leslie Markow, Chief Financial Officer, explains, “Highlights of our financial results are as follows:

Second Quarter 2023 Financial Highlights

The number of billed patient encounters decreased to 6,014 in Q2 2023 from 9,256 in Q2 2022 due to the decrease in visits relating to COVID-19 cases, as mentioned above.

Operating expenses in Q2 2022 were $2,244,739 compared to $1,220,619 in Q2 2023, an improvement of $1,124,120 or 48%. This was primarily the result of a reduction in practice fees, as well as cost reduction measures to reduce salary costs, contractor costs, information technology costs, while improving productivity.

The resulting operating loss for Q2 2023 was ($478,360) compared to $(1,234,126) in Q2 2022, an improvement of 61%.

Total Comprehensive (Loss) for the Company was ($293,753) in Q2 2023 compared to ($1,218,334) in Q12 2022.

(Loss) per share improved from ($0.04) in Q2 2022 1 to ($0.01) in Q2 2023. 2022. The weighted average number of common shares outstanding was 30,725,486 at December 31, 2022, and 46,823,795 at June 30, 2023.

Adjusted EBITDA improved to ($241,717) in Q1 2023 compared to ($1,139,931) in Q2 2022.

The Company’s cash balance was $86,925 at June 30, 2023 compared to $393,746 as of December 31, 2022.

Trade and accounts receivable declined from $985,473 at December 31, 2022 compared to $483,715 due to cash receipts in the first half of 2023 and lower encounters in the first six months of 2023, as described above.

Accounts payable, accrued liabilities and amounts due to related parties increased from $2,264,246 at December 31, 2022 to $2,336,864 at June 30, 2023. The increase is due to payments to vendors offset by loans provided of $490,000 received in the first six months ended June 30, 2023.

Shareholders’ (deficiency) increased from ($1,766,224) on June 30, 2023 compared to ($885,025) on December 31, 2023.,

Events Subsequent to June 30, 2023

The Company signed a Software-as-a-Service (SaaS)agreement with Golden Care Solutions of Minnesota for the use of the CareSpan platform for Golden Care’s operations. Golden Care Solutions is a nationwide network of medical service companies and medical practices that provides turnkey solutions for revenue enhancement, productivity enhancement, and improved outcomes. A separate press release will be issued shortly announcing the recent signing of this agreement.

The Company is in the process of finalizing the agreement with ChopraX, announced in Q2 2023, as well as mobilizing resources to launch Chopra Whole Person Care, powered by CareSpan, in Q3/Q4 of this year.

After June 30, 2023, the Company received loans from the Chairman and CEO and a third party of $100,000. These loans are due in one year, bearing an interest rate of 12%. The loan holders have the option to be converted into a future qualified equity financing in excess of CAD $1 million.

The Company’s loan from a former director of $165,000 plus interest, previously due March 31, 2023, was extended to August 31, 2023.

Outlook

CareSpan is focused on executing its growth strategy in 2023 and beyond and achieving positive cash flow position, mainly through the following:

Finalization of the Definitive Agreement and execution of Chopra Whole Person Care, a unique integrative medicine offering to market in the U.S. and globally, leveraging the Chopra brand, clinical methodology and protocols, and provider relationships, as well as CareSpan’s Clinic-in-the-Cloud platform and operations.

Focus on delivering on the backlog of signed contracts for U.S. military veterans’ assessments, as well as medical supervision of remote patient monitoring for patients of weight loss programs.

Narrowed focus on recruiting clinicians (mainly Nurse Practitioners) specifically in geographies matching these contracts to accelerate growth post onboarding and improve revenue and margins for both CareSpan and its clinician members.

Maintain productivity and continued reduced cost structure to improve cash flow enroute to being cash flow positive. The Company intends to continue strict control of expenses by focusing mainly on expense items that are directly tied to revenue capture.