Mr. Shane Bishop reports

CUSTOM HEALTH HOLDINGS INC. TO COMMENCE TRADING ON THE TORONTO STOCK EXCHANGE

Custom Health Holdings Inc., further to its news release dated June 5, 2026, has received final approval for listing on the Toronto Stock Exchange. The common shares of the company (Cusip No. 23204J 10 4/ISIN CA 23204J 10 4 9) will commence trading on the TSX under the symbol CHLT at the market open on June 24, 2026.

The listing follows completion of the company's previously announced plan of arrangement under the Business Corporations Act (British Columbia) with Custom Health Inc. (Custom Delaware), pursuant to which, among other things, Custom Health has acquired 100 per cent of the issued and outstanding common stock of Custom Delaware.

"Today represents an important milestone in Custom Health's evolution," said Shane Bishop, chief executive officer of Custom Health. "Becoming a publicly traded company enhances our ability to pursue our mission of improving patient outcomes through technology-enabled medication management, pharmacy services and remote clinical care. We are excited to begin this next chapter and create long-term value for patients, partners, employees and shareholders."

The TSX is Canada's senior equities marketplace and a globally recognized platform for growth-oriented issuers with strong performance records. The TSX offers a dynamic market for issuers to raise capital, providing benefits such as enhanced liquidity, visibility, analyst coverage and access to specialized indices. As at May, 2026, the TSX had 2,238 listed issuers with a combined market capitalization of approximately $6.9-trillion (Canadian), spanning key sectors such as technology, health care, industrials and clean technology. Custom Health's listing on the TSX represents a key milestone in the company's growth trajectory, strengthening its capital markets presence and supporting long-term strategic objectives.

Pursuant to Section 11.2 of National Instrument 51-102, Continuous Disclosure Obligations, the company reports that it is no longer a venture issuer (as such term is defined in NI 51-102).

Loans and credit facilities

In connection with the completion of the arrangement, the company has entered into several financing arrangements, as set out below.

Senior secured convertible notes

On June 3, 2026, the company amended a senior secured note purchase agreement dated April 22, 2024, as amended, a guaranty dated April 22, 2024, and a security and pledge agreement dated April 22, 2024, entered into between Custom Delaware and Funicular Funds LP, as lead investor and collateral agent. The amendments to the Funicular transaction agreements authorize a new series of notes in the aggregate principal amount of up to $20-million (U.S.), which will be convertible at the option of the holders thereof into common shares at a conversion price per common share to be determined in accordance with the terms and conditions of the Funicular transaction agreements. In addition, upon issuance of the Funicular notes, the company will issue to each holder thereof warrants to purchase common shares as is equal to 50-per-cent coverage of the principal amount of the applicable Funicular note divided by the exercise price of such Funicular warrants. The exercise price of the Funicular warrants will be the greater of: (i) 120 per cent of the volume-weighted average trading price (VWAP) of the common shares on the TSX for the five trading days ending three trading days prior to the conversion of the Funicular warrants; and (ii) $8 (U.S.).

Promissory note financing

The company, as borrower, entered into a promissory note purchase agreement dated June 4, 2026, pursuant to which the company agreed to issue to certain purchasers one or more promissory notes in an aggregate principal amount of up to $15-million (U.S.) on the terms and subject to the conditions set out in the Yorkville note purchase agreement. On June 4, 2026, the company issued a promissory note in an aggregate principal amount of $3-million (U.S.) to YA II PN Ltd., as initial lender, with additional notes issuable upon mutual agreement between the company and the initial lender. In connection with the first tranche note, the company will issue to the initial lender warrants on the fifth trading day following the listing. The Yorkville warrants will entitle the holder thereof to acquire such number of common shares as is equal to 100-per-cent coverage of the first tranche note. The Yorkville warrants will bear an exercise price per common share equal to the greater of: (a) 120 per cent of the VWAP of the common shares for the five consecutive trading days immediately following the listing; and (b) $8 (U.S.), converted into Canadian dollars at the Bank of Canada rate of exchange on the applicable trading date. In connection with the Yorkville note purchase agreement, the company has entered into a right of first refusal agreement with Yorkville Securities LLC, an affiliate of the initial lender, pursuant to which Yorkville has been granted certain participation rights to act as co-placement agent or underwriter in connection with future equity or equity-linked financings of the company, in each case on the terms and subject to the conditions set out in the Yorkville note purchase agreement.

Unsecured credit facility

The company entered into a convertible promissory note purchase agreement dated June 4, 2026, with 102114598 Saskatchewan Ltd., as lender, pursuant to which the company may issue unsecured convertible promissory notes in an aggregate principal amount of up to $15-million (U.S.), which may be drawn down by the company from time to time by way of one or more advances, subject to a minimum amount of $100,000 (U.S.) per advance and a 12-month availability period following the listing. The 102 Saskatchewan notes will bear an interest rate of 12 per cent per annum, have a maturity of 18 months following the listing and are convertible into common shares at the VWAP of the common shares for the five consecutive trading days immediately prior to such conversion, subject to customary limitations, including a 9.99-per-cent beneficial ownership cap.

Secured credit facility

The company, as a parent guarantor of its borrowing subsidiary, Pack4U Saskatchewan Ltd., entered into a credit agreement dated June 5, 2026, with Fair Capital Partners Inc. (FairCap), as administrative agent, to establish certain facilities in favour of the borrower. The credit facilities mature on June 5, 2029, as may be amended from time to time, and comprise a senior secured credit facility in an aggregate principal amount of $7-million (Canadian) and a revolving credit facility in an aggregate principal amount of $3-million (Canadian). The term facility is non-revolving and intended to be used primarily for acquisition financing, while the revolving facility is intended for general corporate and working capital purposes. In connection with the FairCap credit agreement, the company has agreed to issue to FairCap 27,174 warrants to purchase common shares, with each FairCap warrant bearing an exercise price of $8 (U.S.), exercisable at any time prior to June 5, 2033. In connection with the credit facilities, the company has entered into a guarantee in favour of FairCap.

About Custom Health Inc. (Custom Delaware)

Custom Delaware is an AI-enabled (artificial intelligence) health care technology company that operates an infrastructure platform designed to ensure medication therapy works as intended. Custom Delaware provides continuous visibility into a patient's therapy by deploying and operating in-home technology, pharmacy and pharmacist-led clinical services to capture real-world data, and deliver continuing clinical oversight and action. Powered by the proprietary AdhereNet platform, Custom Delaware operates an integrated pharmacy network across Canada and the United States as part of its broader infrastructure, enabling medication delivery, continuous monitoring and earlier clinical intervention to improve outcomes.

About Custom Health Holdings Inc.

Custom Health (formerly Queue Ventures Ltd.) was formed under the Business Corporations Act (British Columbia) on Oct. 29, 2021, and was an unlisted reporting issuer in each of British Columbia and Alberta. Prior to the closing of the arrangement, Custom Health had no commercial operations and no assets other than cash.

We seek Safe Harbor.