Mr. Kevin Giese reports

MEDWELL CAPITAL ANNOUNCES 2014 YEAR-END RESULTS AND UPDATES

Medwell Capital Corp. has released its financial and operational results for the year ended Dec. 31, 2014, and recent updates.

Updates

Distribution of over $57-million in Spectral stock

In the fourth quarter, Medwell approved the distribution on Jan. 2, 2015, of 16.4 million shares of Spectral Medical Inc.

"We are obviously pleased by Spectral's recent stock performance," said Kevin Giese, Medwell's president and chief executive officer. "Since 2010, Medwell has distributed over 70 million Spectral shares to the Medwell shareholders, as well as over 15 million share purchase warrants, with a market value as of March 30, 2015, in excess of $57-million."

Sale of Medwell's interest in Mimetogen

On March 31, 2015, Medwell entered into an agreement to sell all of its interest in Mimetogen in consideration of up to $3.2-million in the form of $250,000 upfront and a contingent payment of up to $2.95-million from amounts received by the purchaser from Mimetogen prior to the first anniversary of the purchase date. The transaction is set to complete by April 30, 2015.

"The structure of the sale transaction is appealing as Medwell will retain the opportunity to participate in elements of Mimetogen's upside prospects," said Kevin Giese, Medwell's president and chief executive officer.

Arrangement agreement with GDI worth $11.2-million

On March 31, 2015, Medwell announced that it had entered into an arrangement agreement with GDI Integrated Facility Services Inc., a leader in the North America janitorial services market, with fiscal 2014 revenues in excess of $600-million.

Under the terms of the arrangement, Medwell's current shares will be valued, in total, at $11.2-million, which equates to approximately $1.54 for each of the 7,282,589 Medwell shares currently issued and outstanding. This represents a premium of approximately 121 per cent over the volume-weighted average price of the common shares on the TSX Venture Exchange of 69.7 cents over the last 20 trading days.

"We are very pleased to have created an opportunity for our shareholders to participate in the growth prospects of this dynamic and profitable company," said Kevin Giese, Medwell's president and chief executive officer. "To the current Medwell shareholders who will receive $1.54 per share of value, at a 121-per-cent premium to the current market price, this is a transaction with very strong appeal."

Refer to Medwell's other press release of April 1, 2015, for further details.

Return on investment

Five years ago, Medwell's market capitalization was approximately $33-million. Since that time, the corporation has delivered over $68-million to its shareholders, with over $57-million of Spectral stock distributed to its investors and $11.2-million of value under the GDI transaction.

"An investor in Medwell five years ago will likely enjoy a significant double-digit return on their investment upon the closing of the GDI transaction, delivered in the form of liquid public shares in strong companies with upside growth potential," said Mr. Giese.

Financial results

For the year ended Dec. 31, 2014, the consolidated net loss of the corporation was $8-million (a loss of $1.10 per share), as compared with a net income of $3.6-million (50 cents per share) for the same period last year.

The company had a net loss in 2014 of $1.4-million, as compared with a net loss in 2013 of $3.1-million before accounting for unrealized changes in the value of its investments. In 2014, there was an unrealized investment loss of $6.6-million, and, in 2013, there was an unrealized investment gain of $6.7-million.

For the quarter ended Dec. 31, 2014, the consolidated net loss of the corporation was $3-million (a loss of 41 cents per share), as compared with a net income of $2.5-million (33 cents per share) for the same period last year.

The company invested $600,000 in a private placement in Spectral Medical during 2014 and ended the year with $3-million in cash and cash equivalents.

As at Dec. 31, 2014, there were 7,282,589 common shares issued and outstanding.

"We are pleased that, in 2014, we were once again able to significantly reduced our corporate costs as compared to the prior year, advance our investments and create value for our shareholders," said Mr. Giese. "We are excited about our acquisition of GDI and look forward to completing the arrangement agreement. We expect the transaction to generate significant value for our shareholders."

For complete financial results, please see the company's filings at SEDAR or on the company's website.

We seek Safe Harbor.