Ms. Maryam Marissen reports

PANGENOMIC HEALTH SIGNS NON-BINDING LETTER OF INTENT FOR AN EXCLUSIVE SPECIAL PURPOSE LICENCE OF THE CYBERPATIENT AI MEDICAL EDUCATION PLATFORM

Pangenomic Health Inc. has entered into a non-binding letter of intent dated May 26, 2023, with Interactive Health Inc. (IHI), whereby Pangenomic Health will license IHI's CyberPatient AI (artificial intelligence) medical education platform for the exclusive use in the consumer, public health, and complementary and alternative medicine (CAM) sectors.

"We are thrilled to welcome the CyberPatient AI platform to Pangenomic. Its digital twin technology will enhance our Nara self-care platform, providing a personalized, visual health journey for our users," said Maryam Marissen, chief executive officer of Pangenomic Health. "It is an important step in empowering individuals and their natural health care practitioners with cutting-edge tools to better understand and utilize multidimensional health data, AI insights and genomic data, contributing to our mission of improving health care through advanced technology."

Dr. Karim Qayumi, chief executive officer of Interactive Health, added: "We are excited to collaborate with the Pangenomic Health team in their bold vision for improved health outcomes for individuals around the world through greater awareness of evidence-based, personalized natural health and wellness solutions. Our CyberPatient platform has been designed to meet medical gold standards, and a combined Nara and CyberPatient AI platform can bring tremendous benefits for public health."

The proposed terms of the LOI, which are subject to change as diligence and negotiations progress, include:

• The company will acquire the CyberPatient licence from IHI for an aggregate purchase price of $5.25-million, payable by the issuance of $2.25-million worth of the company's Class A common shares at a per-share price to be set prior to execution of a definitive agreement or at such price as may be required by the Canadian Securities Exchange or the Aquis Stock Exchange and a cash payment of $3-million.
• IHI will provide the company with an exclusive and perpetual special-purpose licence to develop and operate an interactive platform using the CyberPatient AI platform for the public health, consumer and CAM markets.
• The company and IHI have agreed to an exclusivity period until July 26, 2023, in order to negotiate and sign a definitive agreement.

The proposed transaction is subject to the negotiation and execution of definitive documentation, the performance of any closing conditions, satisfactory completion of the respective due diligence investigations of each of the parties, and the receipt of any required approvals from the exchanges. The proposed issuance of the Class A common shares is not anticipated to trigger a change-of-control scenario under the rules of the exchanges. The company also intends to pursue financing to finance the cash portion of the purchase price for the CyberPatient licence. There can be no assurance that the proposed transaction will be completed as proposed or at all.

About Pangenomic Health Inc.

Pangenomic Health is a precision health company that has developed a self-care digital platform to deliver personalized, evidence-based information about natural treatments. The company's initial focus is to support mental health. Registered as a British Columbia benefit company, Pangenomic Health's mission is to promote and improve the health and wellness of people and society by providing a technology platform that identifies plant-based solutions tailored to the health profile of each individual.

We seek Safe Harbor.