Mr. James Lee reports

Healwell AI PROVIDES ADDITIONAL INFORMATION REGARDING NOVEMBER 3, 2025, RELEASE WHERE IT ANNOUNCED STRATEGIC DIVESTMENTS

Healwell AI Inc. is issuing this press release at the request of the Ontario Securities Commission, pursuant to a continuing disclosure review, to provide additional information on certain statements included in its press release dated Nov. 3, 2025, where it announced a number of strategic divestments. This information is intended to provide additional context regarding forward-looking information and certain qualitative descriptive statements included in that disclosure.

This press release references adjusted earnings before interest, taxes, depreciation and amortization, which is a non-international financial reporting standard measure, and should be considered together with, and not as a substitute for, the most directly comparable IFRS measure (net income). For additional information regarding the definition, reconciliation and discussion of the usefulness and limitations of adjusted EBITDA, readers should refer to the company's most recent management's discussion and analysis available on SEDAR+.

Clarification of forward-looking information related to revenue run rate and adjusted EBITDA

The Nov. 3 release related to the completion of three strategic transactions in which the company sold two of its non-core businesses and contributed two more non-core businesses to a newly formed clinical research joint venture. In the Nov. 3 release, the company stated, "Together, these transactions allow Healwell to become a pure play digital SaaS, services and AI business, primarily focused on health systems and large enterprises globally with a revenue run rate of approximately $120-million annually and is profitable on an adjusted EBITDA basis." The company notes that the FLI statement constitutes forward-looking information within the meaning of applicable Canadian securities laws and, as such, was based on management's perceptions of historical trends, current conditions and expected future developments, as well as a number of specific factors and assumptions that, while considered reasonable by Healwell as of the date of such statements, were and are outside of Healwell's control.

The FLI statement was principally based on the actual historical financial performance of the company. Specifically:

• Quarterly revenue from continuing operations of $30.4-million in third quarter 2025, which annualizes to an approximate revenue run rate of $120-million and represented an increase of 354 per cent compared with revenue of $6.7-million in Q3 2024;
• Positive adjusted EBITDA of $700,000 in Q3 2025 (net loss from continuing operations of $16-million), compared with an adjusted EBITDA loss of $2.8-million in Q3 2024 (net loss from continuing operations of $8.7-million);
• Q3 2025 marked the company's second consecutive quarter of positive adjusted EBITDA, a trend which began following its acquisition of Orion Health on April 1, 2025, which has had a significant impact on the financial performance of the company.

The FLI statement is based on a number of assumptions, including without limitation, assumptions concerning: (i) Healwell's ability to maintain and leverage its relationships with its commercial partners, including by closing out existing contracts on their stated terms, securing anticipated numbers of contract renewals on commercial terms, sourcing new customers and limiting customer attrition; (ii) the continued adoption of the software, tools and solutions created by Healwell and its subsidiaries, including through securing new customers, accessing new markets, and integrating into other companies' products and services; (iii) the stability of general economic and market conditions; (iv) sufficiency of working capital and access to financing to support Healwell's existing operations and strategic plan; (v) Healwell's ability to comply with applicable laws and regulations, particularly as it expands into new markets and as existing governments begin to implement new artificial-intelligence-oriented laws and regulations; (vi) Healwell's continued compliance with third party intellectual property rights; (vii) the effects of competition in the industry and their effect on market access and pricing; and (viii) the requirement for increasingly innovative product solutions and service offerings and Healwell's ability to continue to develop and commercialize them. By their nature, forward-looking statements are subject to inherent risks and uncertainties that may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions will not prove to be accurate, that assumptions may not be correct, and that objectives, strategic goals and priorities will not be achieved.

The FLI statement is also subject to a number of known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to differ materially from those expressed or implied. Risks that could materially affect the company's ability to achieve the performance described in the FLI statement include, without limitation, risks relating to: (i) changes in customer demand or purchasing cycles within the health care software market; (ii) the company's ability to attract, retain and expand relationships with key customers; (iii) the timing, success and adoption of product deployments and software integrations; (iv) competition and pricing pressures; (v) risks associated with planned acquisitions and the integration of acquired businesses; (vi) the ability to recruit and retain key personnel; (vii) fluctuations in operating costs or the incurrence of significant one-time expenses; and (viii) other factors which are discussed under the section entitled risk factors in Healwell's most recent annual information form dated March 31, 2025, which is available under Healwell's SEDAR+ profile. These risk factors are not intended to represent a complete list of the factors that could affect the matters described in the FLI statement, and the reader is cautioned to consider these and other factors, uncertainties and potential events carefully and not to put undue reliance on forward-looking statements. There can be no assurance that forward-looking statements will prove to be accurate as actual results, and future events could differ materially from those anticipated in such statements.

Clarification of statements regarding AI capabilities and market positioning

The Nov. 3 release also included statements describing the company's industry-leading and third party validated AI solutions and that Healwell is building category-leading AI solutions for public health and life science solutions. These statements were intended to reference the external recognition, scientific validation and real-world adoption of the company's AI solutions, and were not intended to be statements of financial performance.

Healwell and its subsidiaries have been consistently recognized for their impact on health care accessibility, preventative care and real-world clinical outcomes. In particular, Pentavere Research Group Inc., a subsidiary of Healwell, has received significant industry recognition for its Darwen AI platform, which specializes in extracting real-world evidence from unstructured clinical data using advanced AI and large language models.

Most notably:

• Prix Galien USA 2024 (winner) -- best digital health start-up: This prestigious and internationally renowned award recognized Pentavere's contribution to advancing personalized health care through AI. This win followed three consecutive years of nominations (2022 to 2024).

The company's AI solutions are currently deployed or under evaluation by public health organizations, health care systems and enterprise customers, providing real-world operational validation across multiple use cases. The company's AI technologies have also been validated through peer-reviewed clinical, academic and industry studies, including:

• JAMA Otolaryngology -- head and neck surgery (2024): a study conducted with Sunnybrook Health Sciences Centre demonstrating Healwell's AI platform Darwen's ability to automate cancer staging with improved accuracy and speed versus manual review;
• Journal of Clinical Oncology: research validating Healwell's automated data extraction as a replacement for manual chart review in hospital settings;
• Current Oncology (2024): a landmark study validating Healwell's use of generative AI and LLMs to identify rare lung cancer patients (advanced EGFR-mutated NSCLC) from electronic health records;
• Journal of the Canadian Association of Gastroenterology (2024): research examining the relationship between drug concentrations (Vedolizumab) and clinical outcomes, using Healwell's AI technologies;
• Allergy, Asthma & Clinical Immunology (2024): a study involving one of the largest global cohorts of patients with hereditary angioedema, including Healwell's AI technologies.

This clarifying press release should be read in conjunction with the company's prior disclosures and does not amend or restate the company's previously issued financial statements.

About Healwell AI Inc.

Healwell is a health care artificial intelligence company focused on preventative care. Its mission is to improve health care and save lives through early identification and detection of disease. Using its own proprietary technology, the company is developing and commercializing advanced clinical decision support systems that can help health care providers detect rare and chronic diseases, improve efficiency of their practice, and ultimately help improve patient health outcomes. Healwell is executing a strategy centred around developing and acquiring technology and clinical sciences capabilities that complement the company's road map. Healwell is publicly traded on the Toronto Stock Exchange under the symbol AIDX and on the OTC exchange under the symbol HWAIF.

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