Mr. Mitchell Geisler reports

LEVELJUMP HEALTHCARE CORP. ANNOUNCES UPDATE ON ALBERTA ACQUISITIONS AND PREFERRED SHARE UNIT OFFERING

Leveljump Healthcare Corp. has provided an update on its Alberta acquisitions and preferred share unit offering.

Alberta acquisitions update

Further to its news releases of Nov. 21, 2022, March 6, 2023, and July 5, 2023, the company has settled the terms of a proposed debt facility with TD Canada Trust and anticipates receiving a formal agreement shortly. A portion of this debt facility will be used to close the purchase of four IHF (independent health care facility) centres in Calgary, Alta. As disclosed previously, the financing with TD Canada Trust is a condition precedent required to be satisfied before the acquisitions can close. A formal closing date will be set once the debt facility agreement has been executed.

Updated preferred share unit offering

The company has applied to the TSX Venture Exchange to update its preferred share unit offering. The company has applied for the updated offering so that it may issue preferred share units as part of the consideration payable for the Alberta acquisitions as well as raise working capital.

Subject to exchange approval, the company plans to sell up to five million units at $1 per unit, with each unit consisting of: (i) one common share of Leveljump, at an issue price of 10 cents per common share; and (ii) one 12 per cent cumulative redeemable convertible Class A Series 1 preferred share, at an issue price of 90 cents per preferred share.

Each preferred share is non-voting, carries a cumulative annual dividend of 12 per cent payable quarterly, along with a top-up dividend of 25 per cent of the portion of Leveljump's EBITDA (earnings before interest, taxes, depreciation and amortization) that is above $2-million per year, divided by the then outstanding preferred shares. The preferred shares are redeemable on the fifth anniversary after issuance at a price of $1 per preferred share (or at a price of $1.10 per preferred share if redeemed any time prior to the redemption date), together with all accrued and unpaid dividends. The preferred shares are also convertible, prior to being redeemed or called, into common shares of the company at a price of 20 cents per common share. Subject to applicable law and to certain exceptions, Leveljump may, at any time prior to the redemption date, purchase for cancellation all or any number of the preferred shares outstanding from time to time at any price in the open market if they are listed or posted for trading on a stock exchange, or by tender available to all of holders of preferred shares or by private agreement or otherwise.

To date, the company has sold 214,000 units in prior offerings and intends to issue 1.13 million units as part of the consideration for the Alberta acquisitions. The balance of the offering will be sold primarily to accredited investors pursuant to exemptions under applicable securities laws.

About Leveljump Healthcare Corp.

Leveljump Healthcare provides telehealth solutions to client hospitals and imaging centres through its teleradiology division, as well as in-person radiology services through its IHFs. The company focuses primarily on critical care for urgent and emergency patients, establishing integral relationships in the communities it serves.

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