CARESPAN HEALTH, INC. ISSUES AUDITED 2022 FINANCIAL STATEMENTS

VANCOUVER, BC, May 29, 2023 /CNW/ - CareSpan Health, Inc. (TSXV: CSPN) (the "Company" or "CareSpan"), a company addressing the shortage in primary care and mental health through its provider networks, American-APN and American-Med Psych, and its leading "Clinic-in-the-Cloud" integrated digital care platform, is pleased to announce its audited consolidated annual results for the year ended December 31, 2022. All amounts are expressed in U.S. dollars.

Rembert de Villa, Chairman and Chief Executive Officer of the Company stated, "CareSpan's fundamental business remained strong, with an 11.5% annual increase in patient encounters, from 40,100 in 2021 to 44,700 in 2022.'

Revenues declined 21%, from $5.75 million in 2021 to $4.54 million in 2022. This was due singularly to the significant drop in COVID-19- related encounters and associated reimbursements, consistent with the overall decline in COVID-19 cases throughout the U.S. during that period. Despite this revenue headwind, we improved financial and operating performance. Comprehensive (loss) after one-time/non-recurring transactions improved by 51.4%, from ($6.89) million in 2021 to ($3.35) million in 2022. Loss per share improved 88.0%, from ($0.83) in 2021 to ($0.10) in 2022. Adjusted EBITDA improved 18%, from ($3.38) million in 2021 to ($2.75) million in 2022.

Operating (loss) in 2022 improved by 32.0% from 2021. This was achieved through aggressive cost containment and productivity measures taken by the Company, reducing operating expenses by $2,853,963, or 26.2%, from 2021 to 2022.

"We have also begun to prove our ability to scale services that drive improved margins, such as conducting medical assessments for U.S. military veterans. We continue to accelerate 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 administration.

We have also been very strategic in our technology spend, enhancing our 'Clinic-in-the-Cloud' platform through higher-impact functions and features that improve clinical workflows as well as billing and collections.

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

Year-End 2022 Annual Financial Highlights

• The number of billed patient encounters increased by 11.5%, from 40,100 in 2021 to 44,700 in 2022.
• However, as COVD-19-related cases and reimbursements declined across the country, average revenue per encounter decreased by 29.2% from $143.56 in 2021 to $101.59 in 2022.
• Availability of at-home testing and lower infection rates significantly reduced demand for in-office COVID-19-related encounters by nearly 40%.
• Reimbursements per COVID-19-related encounter declined by over 8% for paid claims. 
• These two factors account for a reduction in revenue, from $5,756,681 in 2021 to $4,542,885 in 2022.
  
  
• Operating expenses in 2022 were $8,035,167 compared to $10,889,130 in 2021, an improvement of $2,853,963 or 26.2%.
• This was primary the result of a reduction in practice fees and finance costs, as well as cost reduction measures to reduce contractor costs, information technology costs, share-based payments, and general and administrative cost, while improving productivity.
• Operating expenses for 2022 also include bad debts expense related to write-offs of loans to member providers and insurance claims receivables. Recovery actions have been initiated on these insurance claims.
  
  
• The resulting operating loss for 2022 was ($3,492,282) compared to ($5,132,449) in 2021, an improvement of 32%. The reduction in operating expenses more than offset the decline in COVID-19-related revenues.
  
  
• The Company reduced its equity share in CareSpan Asia from 50.1% through June 30, 2022, to 15% from that date onwards, resulting in a net gain of $351,377.
  
  
• Total Comprehensive (Loss) for the Company was ($3,350,182) in 2022, compared to ($6,889,086) in 2021, an improvement of $3,538,804 or 51.4%.
  
  
•  (Loss) per share improved from ($0.83) in 2021 to ($0.10) in 2022. In 2021, the weighted average number of common shares outstanding was 8,234,851 and 30,725,686 in 2022.
  
  
• Adjusted EBITDA, after non-recurring costs and non-cash items (mainly foreign exchange translation), improved 18.6%, from ($3.38) million in 2021 to ($2.75) million in 2022.
  
  
• The Company's cash balance was $393,746 as of December 31, 2022, compared to $948,662 as of the end of 2021.
  
  
• Trade and accounts receivable declined from $1,618,588 in 2021 to $985,473 in 2022mainly due to the reduction in revenue as explained above, and provisions made for bad debt.
  
  
• Accounts payable and accrued liabilities declined from $2,655,108 in 2021 to $2,030,731 in 2022 due to payments and the conversion of some accounts payable into common shares. Due to related parties declined from $741,862 in 2021 to $233,513 in 2022, resulting from no longer consolidating CareSpan Asia's debt.
  
  
• Shareholders' (deficiency) increased from ($699,525) in 2021 to ($885,025) in 2022, or a difference of ($185,500), mainly resulting from the capital transactions in 2022.

Events Subsequent to December 31, 2022

• On January 9, 2023, the Company announced a partnership with CoachCare to deliver medically assisted remote patient monitoring services. The combined goal of the partnership is to deliver RPM to over 2,000 patients this year. Typical reimbursement from Medicare and private insurance for RPM is over $120 per patient per month.
  
  
• On January 20, 2023, the Company issued 260,000 options at CAD $0.13 to employees, consultants, and directors. The options vest equally on grant date, 6 months, 18 months, and 24 months from the date of issue and expire on January 20, 2028.
  
  
• On February 14, 2023, CareSpan announced the reduction in exercise price of common share purchase warrants issued on September 14, 2022, as per the closing of a private placement of units of the Company.
  
  
• Subsequent to December 31, 2022, 1,311,288 common shares were issued to employees for backpay not paid in 2022. Any remaining backpay was paid to employees by January 15, 2023, except $7,814 owed to the Chairman and CEO, included as accounts payable and accrued liabilities on December 31, 2022.
  
  
• Between March and May 2023, the Company received loans from the Chairman and CEO, a shareholder, an employee, and the Medical Advisor to the Company of $340,000. 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 until such time the Company raises significant funds. This loan was registered in first priority of other loans under the British Columbia, Canada company legislation.
  
  
• In April 2023, the Company converted CAD $101,765 of accounts payable to a vendor by the issuance of 1,017,650 common shares and issued 508,825 warrants at CAD $0.15 for 5 years.

Outlook

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

• Fulfilling the backlog of current, higher-margin signed contracts for U.S. military veterans assessments, as well as medical supervision of remote patient monitoring for patients of weight loss programs
  
  
• Continued focus on identifying and signing contracts (similar to the disability assessment contract for U.S. military veterans and RPM-related care) to match existing patient backlogs to CareSpan network providers. This will drive higher margins for both CareSpan and its network providers while leveraging CareSpan's digital care platform to bring better health outcomes to a wider population.
  
  
• Narrowed focus on recruiting clinicians (mainly Nurse Practitioners) specifically in geographies matching these contracts to accelerate growth post onboarding and improve margins for both CareSpan and its clinician members.
  
  
• Maintain productivity and continued reduced cost structure to improve cash flow. The Company intends to continue strict control of expenses by focusing mainly on expense items that are directly tied to revenue capture.

About CareSpan Health, Inc.
CareSpan is a healthcare technology and services company incorporated in British Columbia. CareSpan's proprietary "Clinic-in-the Cloud" is a clinical workflow driven platform designed by doctors that integrates remote patient monitoring, diagnostic tools, the patient's electronic health record, care collaboration capabilities, patient engagement and e-prescribing and lab ordering. CareSpan's platform seamlessly supports both in-person and virtual/telehealth care. CareSpan is using this platform combined with essential business services to build provider networks across the U.S. that deliver primary and chronic care, and urgent care as well as behavioral health care.

About American-APN and American-MedPsych
American-APN is one of the first professional "group practices without walls" that brings highly qualified Nurse Practitioners to those in need of health care under a collaborative care system that uses digital technologies. American-APN was created for and by advanced practice nurses and NPs (Nurse Practitioners). It is operated exclusively by its nurse practitioner membership with its own executive leadership and board of directors.

American-MedPsych brings together behavioral health specialists in their own "practice without walls," allowing them to collaborate with American-APN and other primary care providers to address the growing behavioral health shortage in the United States.

American-MedPsych is a growing national group practice of behavioral specialists delivering care using the CareSpan Clinic and supported by CareSpan Integrated Network's management services organization. American-MedPsych specialists uses sophisticated digital care tools in collaboration with primary care counterparts to manage reinforcing conditions such as depression and diabetes, substance abuse and pain, stress, and job performance, to alleviate suffering and improve outcomes.

Members of both networks benefit from the suite of technology and business services and solutions offered by CareSpan Integrated Networks.

ON BEHALF OF THE BOARD OF DIRECTORS:

Rembert de Villa
Chairman and Chief Executive Officer

For further information please visit:
http://www.carespanhealth.com, http://www.americanapn.com and
http://www.americanmedpsych.com

Use of Non-IFRS Measures

This press release refers to certain non-IFRS (International Financial Reporting Standards) measures including, but not limited to Adjusted EBITDA (as defined herein). These measures do not have a standardized meaning prescribed by IFRS and therefore they may not be comparable to similarly titled measures presented by other companies and should not be construed as an alternative to other financial measures determined in accordance with IFRS. Rather, these non-IFRS measures are provided as additional information to complement IFRS measures by providing a further understanding of operations from management's perspective. Accordingly, non-IFRS measures should not be considered in isolation nor as a substitute for analysis of financial information reported under IFRS. Management believes that these non-IFRS measures provide useful information to investors in measuring the financial performance of Company for the reasons outlined below.

Management uses Adjusted earnings before interest, income taxes, depreciation, and amortization ( "Adjusted EBITDA" ) as a key financial metric to evaluate Company's operating performance as a complement to results provided in accordance with IFRS. The term "Adjusted EBITDA", as defined by management, refers to net income (loss) before adjusting earnings for finance costs, income taxes, stock-based compensation, amortization, non-recurring items, and severance costs.

We believe that the items excluded from Adjusted EBITDA are not connected to and do not represent the operating performance of Company. We believe that Adjusted EBITDA is useful supplemental information as it provides an indication of the results generated by Company's main business activities prior to taking into consideration how those activities are financed and taxed as well as expenses related to stock-based compensation, depreciation, amortization, restructuring costs, other expense (income), and foreign exchange (gain) loss. Accordingly, we believe that this measure may also be useful to investors in enhancing their understanding of Company's operating performance. It is a key measure used by Company's management and board of directors to understand and evaluate Company's operating performance, to prepare annual budgets and to help develop operating plans.

Forward-Looking Statements

This news contains "forward-looking statements" within the meaning of applicable Canadian securities laws (collectively, "forward-looking statements") which reflect the current expectations of management of the company's future growth, results of operations, performance, and business prospects and opportunities, including the statements made above with respect to: (i) the Company's anticipation of scaling the business going forward; (ii) the Company continuing to recruit Nurse Practitioners; (iii) enrolling patients in RPM; (iv) the Company enrolling 2,000 patients in 2022 in their RPM services which will be an important revenue and profitability factor; and (v) ramping the implementation of the disability assessment contract for U.S. military veterans; and (vi) improving individual practice revenue through improved billing and collections, patient acquisition and engagement and new payor contracts. Forward-looking statements are frequently, but not always, identified by words such as "may", "would", "could", "will", "should", "expect", "plan", "anticipate", "believe", "estimate", "predict", "potential for", "intend" and similar expressions or the negative of these terms or other comparable terminology, although these words may not be present in all forward-looking statements.

Forward-looking statements are based on management's assumptions as at the date of the forward-looking statements are provided, including but not limited to the following: the ability of the Company to execute its growth plans and business strategies; the ability of the Company to secure new contracts and assignments; the growth of the NPs within CareSpan's network and acquiring patients for its RPM services; and the ability of the Company to generate meaningful revenue from such assignments and future engagements. Though management believes that its assumptions are reasonable in the circumstances, forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the Company's actual results, performance or achievements to differ materially from all or any of the future results, performance or achievements expressed or implied by forward-looking statements. Risk factors that could cause the Company's actual results, performance, or achievements to differ from the forward-looking statements in this news release include, but may not be limited to: general market and economic risk; any necessary regulatory approvals required (if applicable) for the Company to deliver the services under its previous engagements; the ability of the Company's management to execute its strategy; unexpected or adverse regulatory changes in the healthcare space; and the ability of the Company to attract and retain new NPs; the Company's ability to attract new patients for its RPM services. These factors should be considered carefully, and prospective investors should not place undue reliance on the forward-looking statements.

Although the forward-looking statements contained in the news release are based upon what management currently believes to be reasonable assumptions, the Company cannot assure prospective investors that actual results, performance or achievements will be consistent with these forward-looking statements. Except as required by law, the Company expressly disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

SOURCE CareSpan Health, Inc.

Rembert de Villa, CEO, Email: [email protected], Telephone: [phone]