Earnings release
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WELL Health Achieves Record Quarterly Revenue Milestone of $ 400 Million in Q2-2026 , Driven by 32 % Revenue Growth of Canadian Patient Services , and Raises 2026 Annual Guidance • WELL achieved quarterly revenues of $ 400.4 million in Q2-2026 , an increase of 12 % as compared to Q2-2025 , driven by strong growth in the Company's Canadian Patient Services Business where quarterly revenue increased by 32 % to $ 151.6 million in Q2-2026 as compared to Q2-2025 . • WELL achieved Adjusted EBITDA ( 1 ) of $ 48.1 million in Q2-2026 , a decrease of 3 % as compared to Q2-2025 , representing an Adjusted EBITDA Margin ( 1 ) of 12 % . The decrease reflects the impact of Circle Medical Deferrals ( 2 ) which caused Adjusted EBITDA ( 1 ) to be higher by $ 9.7 million in Q2- 2025. Adjusted EBITDA ( 1 ) in the Canadian Patient Services business increased by 22 % to $ 22.3 million in Q2-2026 as compared to Q2-2025 . • During the quarter , WELL closed two highly - accretive acquisitions , the OID Group and UnionMD , expanding the Company's Canadian Clinics network to 275 clinics as of June 30 , 2026 , and boosting WELL Canada's annualized Adjusted EBITDA ( 1 ) run - rate to over $ 100 million , three calendar quarters ahead of schedule . • Subsequent to quarter end , WELL further strengthened its balance sheet with the closing of an inaugural $ 150 million senior unsecured notes offering and announced the Company's intention to list WELLSTAR on the TSXV via an RTO transaction , alongside a concurrent $ 50 million subscription receipts financing that has since been completed . The WELLSTAR RTO is intended to crystallize the value of WELLSTAR's underlying assets while WELL remains a significant long- term shareholder . • WELL is increasing its 2026 annual revenue guidance to a range of $ 1.58 billion to $ 1.65 billion , from previous guidance of $ 1.55 billion to $ 1.65 billion , and is increasing its Adjusted EBITDA ( 1 ) guidance to a range of $ 185 million to $ 195 million , from previous guidance of $ 175 million to $ 185 million . Vancouver , British Columbia -- ( Newsfile Corp. - August 6 , 2026 ) - WELL Health Technologies Corp. ( TSX : WELL ) ( OTCQX : WHTCF ) ( the " Company " or " WELL " ) , a digital healthcare company focused on positively impacting health outcomes by leveraging technology to empower healthcare practitioners and their patients globally , is pleased to announce its interim consolidated financial results for the quarter ended June 30 , 2026 . Hamed Shahbazi , Chairman and CEO of WELL , commented , " WELL delivered a record quarter , with revenue of $ 400.4 million , up 12 % year - over - year , and Canadian Patient Services up 32 % on record patient visits . We are raising our 2026 guidance to revenue of $ 1.58 billion to $ 1.65 billion and Adjusted EBITDA ( 1 ) of $ 185 million to $ 195 million . Behind those numbers is a system that is measurably changing how care gets delivered . Our Canadian network handled 1.4 million patient visits in the quarter , up 28 % compared to Q2-2025 , on a billable provider base that grew 26 % in the quarter compared to Q2-2025 , and visits per provider are up meaningfully from two years ago as Al and digital workflows take administrative work off our clinicians . Clinics that deliver the care , WELLSTAR's technology that runs it , and HEALWELL's clinical Al that makes it smarter is what we mean by OneWELL . It is why Canadian clinics remain the primary destination for our incremental capital , and it is what gives us the confidence to target a WELL Canada revenue run - rate of over $ 1 billion by the end of 2028. " Eva Fong , Chief Financial Officer of WELL , commented , " We are pleased with our strong performance
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in the second quarter, supported by the disciplined execution of our financial strategy. Subsequent to the second quarter end, we further strengthened our balance sheet with the closing of our inaugural $150 million senior unsecured notes offering giving us the capital to fully pay down our December 2026 convertible debentures and extend our debt maturity profile to 2031. With a cleaner balance sheet, strong liquidity and disciplined capital allocation, we believe WELL is well-positioned to continue pursuing accretive growth opportunities while creating long-term value for shareholders." Second Quarter 2026 Financial Highlights : WELL achieved quarterly revenue of $400.4 million in Q2-2026, an increase of 12% compared to revenue of $356.7 million generated in Q2-2025. This growth was driven mainly by 12% organic growth (3) in the Company's WELL Canada business and acquisitions completed over the last twelve months. Adjusted Gross Profit (1) was $178.4 million in Q2-2026, an increase of 12% compared to Adjusted Gross Profit (1) of $158.7 million in Q2-2025, driven by higher revenues and improvement in Adjusted Gross Margin (1) percentage. Adjusted Gross Margin (1) percentage was 44.6% in Q2- 2026 compared to Adjusted Gross Margin (1) percentage of 44.5% in Q2-2025. The increase in Adjusted Gross Margin (1) percentage was driven primarily by revenue mix, including contribution from newly acquired businesses which generate a higher gross margin. Adjusted EBITDA (1) was $48.1 million in Q2-2026, a decrease of 3% as compared to Adjusted EBITDA (1) of $49.7 million in Q2-2025. This decrease reflects the impact of Circle Medical Deferrals (2) which caused Adjusted EBITDA (1) to be higher by $9.7 million in Q2-2025. Adjusted EBITDA attributable to WELL Shareholders (1) was $35.3 million in Q2-2026, a decrease of 6% compared to Adjusted EBITDA attributable to WELL Shareholders (1) of $37.5 million in Q2- 2025. Adjusted Net Income (1) was $11.6 million, or $0.04 per share in Q2-2026, compared to Adjusted Net Income (1) of $25.8 million, or $0.10 per share in Q2-2025. Net loss was $7.8 million in Q2-2026, compared to net income of $17.0 million in Q2-2025. The change was driven primarily by one-time change in fair value of investments in Q2-2025 in addition to higher interest expense, legal settlement and defense costs, transaction, restructuring and integration costs and higher share-based payments. Operating Adjusted Free Cash Flow Attributable to Shareholders ("FCFA2S") (1) was $11.7 million in Q2-2026, compared to FCFA2S (1) of $11.7 million in Q2-2025. FCFA2S (1) in Q2-2026 reflected improved EBITDA and lower cash tax payments offset by strategic investments to upgrade our clinical portfolio and higher interest payments associated with the upsized credit line. During Q2-2026, the Company recognized deferred revenue related to Circle Medical Deferrals (2) of $4.8 million. Excluding the impact of Circle Medical Deferrals (2) , revenue would have been $395.6 million in Q2-2026, representing 14% YoY growth for the period. Excluding the impact of Circle Medical Deferrals (2) , Adjusted Gross Margin (1) would have been 43.9%, Adjusted EBITDA (1) would have been $43.3 million, Adjusted EBITDA attributable to WELL Shareholders (1) would have been $32.0 million, and Adjusted Net Income (1) would have been $9.2 million. Segmented Revenue (including intersegment revenue): Canadian Patient Services revenues were $151.6 million in Q2-2026, an increase of 32% compared to $114.9 million in Q2-2025. USA Patient and Provider Services revenues were $188.4 million in Q2-2026, an increase of 2% compared to $185.3 million in Q2-2025. The Company's SaaS technology and services subsidiary, including WELLSTAR and CYBERWELL, achieved revenues of $25.1 million in Q2-2026, an increase of 29% as compared to $19.4 million in Q2-2025. WELLSTAR's growth was driven by healthy organic growth (3) and
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acquisitions. Revenues from the Company's other segments including HEALWELL, Corporate and WELL Research were $44.5 million in Q2-2026, flat compared to $44.5 million in Q2-2025. Second Quarter 2026 Patient Visit Metrics: WELL recorded a total of 2.0 million patient visits in Q2-2026, an increase of 19% compared to 1.7 million patient visits in Q2-2025. Canadian Patient Services visits increased 28% over the past year to 1.4 million patient visits, compared to 1.1 million patient visits in Q2-2025, primarily driven by acquisitions as well as organic growth. In addition, WELL recorded approximately 3.1 million total care interactions in Q2-2026, an increase of 21%, representing approximately 12.4 million patient interactions on an annualized run- rate. Total Care Interactions are equal to patient visits plus technology interactions. As of the end of Q2-2026, WELL reported 275 clinics across Canada, including primary care, diagnostics, allied health, specialty and executive health clinics, an increase of 24% as compared to 222 clinics at the end of Q2-2025. Second Quarter 2026 Key Business Highlights: On April 2, 2026, WELL announced a strategic partnership with AliveCor, the global leader in AI- powered personal ECG technology, through which Canadian-registered cardiologists from WELL's network will provide clinician reviews of ECG recordings submitted by Canadian users of AliveCor's Kardia platform. Upon submission, each ECG is evaluated within 24 hours by a WELL-affiliated cardiologist, who confirms or refines Kardia's initial AI-generated result and provides written guidance on next steps for care. The partnership addresses a meaningful gap in specialist access at a time when elective cardiology wait times in Canada have increased significantly, with patients waiting an average of 15.3 weeks for specialist consultation. On May 19, 2026, the Company received approval from the TSX for a renewal of the Normal Course Issuer Bid ("NCIB"). Under the renewed NCIB, the Company may acquire up to an aggregate of 12,770,172 common shares from May 21, 2026 to May 20, 2027. During the quarter, the Company purchased 162,600 common shares under its NCIB programs. On June 2, 2026, the Company announced that WELL Canada had achieved $100 million in annualized Adjusted EBITDA run-rate, driven by organic growth (3) together with two accretive acquisitions. On June 1, 2026, WELL closed the acquisition of a network of outpatient diagnostic imaging clinics under the Ontario Imaging Diagnostics brand ("OID Group"), and an approximately 65% controlling interest in JDMD Inc. ("UnionMD"), one of Québec's largest multi-disciplinary healthcare platforms, for approximately $115 million paid at closing, funded through the Company's expanded senior secured credit facility, with total consideration of up to $160 million inclusive of future earn-outs and vendor take- back financing. On June 12, 2026, WELL announced that Circle Medical had reached a resolution with the Civil Division of the United States Attorney's Office for the Northern District of California regarding a previously disclosed matter concerning historical billing and supervision practices, with no admission of wrongdoing. The matter was resolved within the provisions Circle Medical had previously established, with final payment in line with previously stated guidance of US$3.3 million. Events Subsequent to June 30, 2026: On July 7, 2026, the Company announced that its subsidiary, WELLSTAR, entered into an amalgamation agreement with 1587818 B.C. Ltd. ("818"), pursuant to which WELLSTAR and 818 will amalgamate and WELLSTAR intends to apply to list the resulting entity's subordinate voting shares on the TSX Venture Exchange. In connection with the transaction, on July 30, 2026, WELLSTAR completed a brokered private placement of subscription receipts raising aggregate gross proceeds of $50 million,
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consisting of a $36.2 million treasury offering and $13.8 million secondary offering. Net proceeds of the concurrent financing are expected to be used by WELLSTAR for strategic acquisitions, AI-related innovation, organic growth (3) initiatives, and general corporate purposes. On July 15, 2026, WELL closed its inaugural private placement offering of $150 million aggregate principal amount of 6.875% senior unsecured notes due July 15, 2031, issued at par under a trust indenture and ranking equally in right of payment with all other present and future senior unsecured indebtedness of the Company. The Company intends to use the net proceeds to fully repay its convertible debentures which mature in December 2026 and for general corporate purposes. Management Updates On May 27, 2026, the Company announced the appointment of Derek Clark as Chief Operating Officer. Mr. Clark brings more than 20 years of healthcare leadership experience spanning digital health, diagnostic imaging, clinical services, and healthcare technology, most recently serving as President of Essential Industries at Calian Group Ltd., where he led a diversified portfolio spanning clinical services, digital health, pharma, IT, cyber, and energy. On June 5, 2026, WELL announced the appointment of Dr. Andrew Bond as Chief Health Officer and Head of Public Sector, reflecting WELL's increasing focus on partnering with governments and public health systems while advancing clinical governance across its national care delivery and technology platform. Dr. Bond brings more than 20 years of clinical practice and healthcare leadership experience spanning primary care, hospitalist and emergency medicine, public policy, government relations, and digital health, most recently serving as Senior Vice President and Chief Medical Officer at GreenShield. On August 4, 2026, the Company announced the appointment of Loreto Grimaldi as Chief Legal Officer and the appointment of Kaytek Przybylski as Chief Digital & Information Officer. Mr. Grimaldi brings more than 25 years of experience leading legal, governance and M&A functions across public and private enterprises, most recently serving as Chief Executive Officer of Tricor Automotive Group, following his tenure as Chief Legal and Operating Officer. The appointment of Mr. Przybylski reflects WELL's increasing focus on enterprise technology modernization, data, and AI capabilities across its national care delivery and technology platform. Mr. Przybylski brings more than 25 years of technology and digital transformation leadership experience, most recently serving as Chief Digital Officer at Lantern, following his tenure as Executive Vice President and Chief Data & Technology Officer at LifeWorks. Outlook: WELL is expecting strong operational performance to continue for the remainder of 2026 with a greater emphasis on leveraging the depth of the product and technology offerings from the Company's Strategically Controlled Technology Platforms, WELLSTAR and HEALWELL. Management will continue to pursue its focus on optimizing operations for organic growth (3) and profitability and is pleased to increase its annual guidance for 2026, as follows: Annual revenue for 2026 is now projected to be in the range of $1.58 billion to $1.65 billion, increasing from previous guidance of $1.55 billion to $1.65 billion Adjusted EBITDA (1) for 2026 is now projected to be in the range of $185 million to $195 million, increasing from previous guidance of $175 million to $185 million. WELL's 2026 guidance assumes, among other factors, the following: $17.6 million in Circle Medical Deferrals (2) is expected to be recognized in 2026 and will result in close to 100% contribution to Adjusted EBITDA (1) ; guidance reflects only acquisitions announced to date. As of June 30, 2026, the Company has recognized all of the $17.6 million in Circle Medical Deferrals (2) contemplated in its 2026 guidance, with no further deferral recognition expected for the balance of the year. Excluding the impacts
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of Circle Medical Deferrals (2) , the Company expects to continue its multi-year trend of delivering better than 10% annual growth in Adjusted EBITDA (1) and free cash flow, inclusive of acquisitions and organic growth (3) . For WELL Canada, which includes Canadian Clinics, WELLSTAR and CYBERWELL, the Company has already achieved its target of over $100 million in annualized Adjusted EBITDA (1) run-rate, three calendar quarters ahead of schedule, on approximately $700 million of associated revenue. Our new target is for WELL Canadian Clinics to achieve $100 million in annualized Adjusted EBITDA (1) run-rate by the end of 2026. The Company remains fully committed to disciplined capital allocation, with its Canadian Clinic program as the primary destination for incremental capital. This focus is the central rationale behind the Company's intention to proceed with the spin-out of WELLSTAR (subject to market conditions) and its ongoing evaluation of strategic alternatives for its US care delivery assets. WELL is in the process of advancing a number of technology and AI related investments that we expect to drive structural margin improvement and create capacity for continued reinvestment into the Company's highest return growth investments. Conference Call: WELL will hold a conference call and simultaneous webcast to discuss its Second Quarter 2026 financial results for the period ended June 30, 2026, on Thursday, August 6, 2026 at 5:30 pm ET (2:30 pm PT). The call will be hosted by Hamed Shahbazi, Chairman and Chief Executive Officer, and Eva Fong, Chief Financial Officer. Please dial in 10 minutes prior to the start of the call. Please use the following dial-in numbers: 1-800-717-1738 (Toll Free) or 1-289-514-5100 (Toronto Local/International Toll). The conference call will also be simultaneously webcast and can be accessed at the following audience URL: https://well.company/events . Selected Unaudited Financial Highlights: Please see SEDAR+ for complete copies of the Company's condensed interim consolidated financial statements (unaudited) and interim MD&A for the quarter ended June 30, 2026. Quarter ended Six months ended June 30, March 31, June 30, June 30, June 30, 2026 2026 2025 2026 2025 Revenue 400,430 368,261 356,673 768,691 650,810 Cost of sales (excluding depreciation and amortization) (222,017 ) (205,094 ) (197,934 ) (427,111 ) (374,599 ) Adjusted Gross Profit (1) 178,413 163,167 158,739 341,580 276,211 Adjusted Gross Margin (1) 44.6 % 44.3 % 44.5 % 44.4 % 42.4 % Adjusted EBITDA (1) 48,110 43,068 49,735 91,178 77,312 Net (loss) income (7,790 ) (5,327 ) 16,998 (13,117 ) (24,888 ) Adjusted Net Income (1) 11,588 15,549 25,771 27,137 33,279 (Loss) earnings per share, basic (in $) (0.04 ) (0.05 ) 0.05 (0.09 ) (0.14 ) (Loss) earnings per share, diluted (in $) (0.04 ) (0.05 ) 0.05 (0.09 ) (0.14 ) Adjusted Net income Per Share, basic (in $) (1) 0.05 0.06 0.10 0.11 0.13 Adjusted net income per share, diluted (in $) (1) 0.04 0.06 0.10 0.11 0.13 Reconciliation of net income (loss) to Adjusted EBITDA (1) : Net (loss) income for the period (7,790 ) (5,327 ) 16,998 (13,117 ) (24,888 ) Depreciation and amortization 27,673 25,572 25,395 53,245 44,941 Income tax expense (recovery) 7,882 (1,456 ) 5,923 6,426 4,694 Interest expense 23,152 20,038 12,909 43,190 24,315 Interest income (398 ) (587 ) (463 ) (985 ) (982 ) Rent expense on finance leases (6,601 ) (6,228 ) (5,407 ) (12,829 ) (10,095 ) Share-based payments 8,487 5,223 5,815 13,710 8,280 Foreign exchange (gain) loss (640 ) 202 (1,032 ) (438 ) (948 ) Time-based earnout expense 2,339 (218 ) 5,137 2,121 5,352
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Change in fair value of investments (17,590 ) (82 ) (12,751 ) (17,672 ) 22,484 Change in fair value of derivative liability (104 ) (1,575 ) (2,130 ) (1,679 ) (2,130 ) (Gain) loss on disposal of assets and investments (684 ) 596 - (88 ) (24 ) Share of net loss of associates 14 271 117 285 2,497 Transaction, restructuring and integration costs expensed 7,745 5,401 2,797 13,146 6,667 Legal settlements and defense costs (recovery) 4,595 1,023 (3,573 ) 5,618 (3,604 ) Impairment charge and other items 30 215 - 245 753 Adjusted EBITDA (1) 48,110 43,068 49,735 91,178 77,312 Attributable to WELL shareholders 35,284 30,461 37,458 65,745 57,751 Attributable to Non-controlling interests 12,826 12,607 12,277 25,433 19,561 Adjusted EBITDA (1) WELL Corporate (11,656 ) (12,272 ) (8,544 ) (23,928 ) (15,063 ) Canada and others 28,754 22,561 25,151 51,315 43,822 US operations 31,012 32,779 33,128 63,791 48,553 Adjusted EBITDA attributable to WELL shareholders (1) WELL Corporate (11,222 ) (11,667 ) (8,544 ) (22,889 ) (15,063 ) Canada and others 24,785 20,147 22,777 44,932 39,986 US operations 21,721 21,981 23,225 43,702 32,828 Adjusted EBITDA attributable to Non-controlling interests (1) WELL Corporate (434 ) (605 ) - (1,039 ) - Canada and others 3,969 2,414 2,374 6,383 3,836 US operations 9,291 10,798 9,903 20,089 15,725 Reconciliation of net income (loss) to Adjusted Net Income (Loss) (1) : Net (loss) income for the period (7,790 ) (5,327 ) 16,998 (13,117 ) (24,888 ) Amortization of acquired intangible assets 18,825 17,950 17,432 36,775 30,466 Interest accretion 6,372 6,148 - 12,520 - Time-based earnout expense 2,339 (218 ) 5,137 2,121 5,352 Share-based payments 8,487 5,223 5,815 13,710 8,280 Change in fair value of investments (17,590 ) (82 ) (12,751 ) (17,672 ) 22,484 Change in fair value of derivative liability (104 ) (1,575 ) (2,130 ) (1,679 ) (2,130 ) Share of net loss of associates 14 271 117 285 2,497 Impairment charge and other items 30 215 - 245 753 Non-controlling interest included in net income (loss) 1,005 (7,056 ) (4,847 ) (6,051 ) (9,535 ) Adjusted Net Income (1) 11,588 15,549 25,771 27,137 33,279 Footnotes: 1 . Non-GAAP Financial Measures In addition to results reported in accordance with International Financial Reporting Standards (" IFRS "), the Company uses certain non-GAAP financial measures as supplemental indicators of its financial and operating performance. These non-GAAP financial measures include Adjusted Gross Profit, Adjusted Gross Margin, Adjusted EBITDA, Adjusted EBITDA attributable to WELL Shareholders, Adjusted EBITDA attributable to Non-controlling interests, Adjusted Net Income, and Adjusted Net Income Per Share (basic and diluted). The Company believes these supplementary financial measures reflect the Company's ongoing business in a manner that allows for meaningful period-to-period comparisons and analysis of trends in its business. Adjusted Gross Profit and Adjusted Gross Margin The Company defines Adjusted Gross Profit as revenue less cost of sales (excluding depreciation and amortization) and Adjusted Gross Margin as Adjusted Gross Profit as a percentage of total segment revenue or consolidated revenue, as applicable. Adjusted Gross Profit and Adjusted Gross Margin should not be construed as an alternative for revenue or net income (loss) determined in accordance with IFRS. The Company does not present gross profit in its consolidated financial statements as it is a non-GAAP financial measure. The Company believes that Adjusted Gross Profit and Adjusted Gross Margin are meaningful metrics that are often used by readers to measure the Company's efficiency of selling its products and services. Adjusted EBITDA The Company defines Adjusted EBITDA as net income (loss) before interest, taxes, depreciation and amortization less (i) net rent expense on premise leases considered to be finance leases under IFRS 16 "Leases" and before (ii) transaction, restructuring, and integration costs, legal settlements and defense costs, time-based earn-out expense, change in fair value of investments, change in fair value of derivative liability, share of income (loss) of associates, impairment charge, foreign exchange gain/loss, and share-based payments, and (iii) gains/losses that are not reflective of ongoing operating performance. The Company considers Adjusted EBITDA to be a financial metric that measures cash flow that the Company can use to fund working capital requirements, service future interest and
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principal debt repayments and fund future growth initiatives. Adjusted EBITDA should not be considered alternatives to net income (loss), cash flow from operating activities or other measures of financial performance defined under IFRS. Adjusted EBITDA for Q2-2026 includes deferred revenue related to Circle Medical ("Circle Medical Deferrals") of $4.8 million. Adjusted EBITDA Margin The Company defines Adjusted EBITDA Margin as Adjusted EBITDA as a percentage of Total Segment Revenue. Adjusted EBITDA Attributable to WELL Shareholders/Adjusted EBITDA Attributable to Non-Controlling Interests The Company defines Adjusted EBITDA attributable to WELL Shareholders (or Shareholder EBITDA ) and Adjusted EBITDA attributable to Non-controlling interests as the sum of the Adjusted EBITDA for each relevant legal entity multiplied by WELL's or the non-controlling interests' equity ownership, respectively. Adjusted Net Income and Adjusted Net Income Per Share, Basic and Diluted The Company defines Adjusted Net Income as net income (loss), after excluding the effects of share-based payments, amortization of acquired intangible assets, interest accretion, time-based earnout expense, change in fair value of investments, change in fair value of derivative liability, share of income (loss) of associates, impairment charge, gains/losses that are not reflective of ongoing operating performance and non-controlling interests. The Company revised its definition of Adjusted Net Income starting from the quarter ended September 30, 2024 to exclude share of loss of associates and gains/losses that are not reflective of ongoing operating performance. Comparative figures have been adjusted to conform to the current period definition. Adjusted Net Income Per Share is Adjusted Net Income divided by the weighted average number of shares outstanding. The Company believes that these non-GAAP financial measures provide useful information to analyze our results, enhance a reader's understanding of past financial performance and allow for greater understanding with respect to key metrics used by management in decision making. More specifically, the Company believes Adjusted Net Income is a financial metric that tracks the earning power of the business that is available to WELL shareholders. Adjusted Free Cash Flow The Company defines Adjusted Free Cash Flow Attributable to Shareholders as Adjusted EBITDA Attributable to Shareholders, less cash interest, less cash taxes and less capital expenditures. Adjusted Gross Profit, Adjusted Gross Margin, Adjusted EBITDA, Adjusted EBITDA attributable to WELL Shareholders, Adjusted EBITDA attributable to Non-controlling interests, Adjusted Net Income, and Adjusted Net Income per Share (basic and diluted) are not recognized measures for financial statement presentation under IFRS and do not have standardized meanings. As such, these measures may not be comparable to similar measures presented by other companies and should be considered as supplements to, and not as substitutes for, or superior to, the corresponding measures calculated in accordance with IFRS. Certain of the Company's non-GAAP financial measures including Adjusted EBITDA, Adjusted Gross Profit, Adjusted Gross Margin, Adjusted Net Income, and Adjusted Net Income per share (basic and diluted) were materially impacted by the revenue deferral at Circle Medical and the revenue impact at CRH Medical resulting from impaired revenue cycle management services after the billing provider cyberattack. For more details, please refer to the Overall Performance section of the Company's 2025 Annual MD&A. 2 . Circle Medical Deferred Revenue Adjustments Circle Medical's deferred revenue adjustments or " Circle Medical Deferrals " refer to adjustments related to the deferred recognition of certain revenues at Circle Medical in accordance with IFRS 15 "Revenue from Contracts with Customers". Since Deferred revenues do not include significant added cashflow, management provides its key results and outlook including and excluding deferred revenues to facilitate improved insights to WELL's financial results. For more details, please refer to the Overall Performance section of the Company's 2025 Annual MD&A. 3 . Organic Growth Reported organic growth includes contributions from the Company's clinic absorption program. WELL HEALTH TECHNOLOGIES CORP.
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Per: "Hamed Shahbazi" Hamed Shahbazi Chief Executive Officer, Chairman and Director About WELL Health Technologies Corp. WELL Health Technologies Corp. (TSX: WELL) (OTCQX: WHTCF) is Canada's largest outpatient healthcare company and a leading provider of technology-enabled healthcare solutions. WELL is building the infrastructure for a healthier Canada, where every patient gets better care, every provider is empowered by AI, and every piece of health data is protected. WELL owns and operates 275 clinics in Canada, supporting more than 5 million annual patient visits. Through its subsidiary WELLSTAR, WELL provides electronic medical records, AI-powered clinical tools, patient engagement platforms and IT management services. WELL provides cybersecurity services through its CYBERWELL subsidiary. WELL is publicly traded on the TSX under the symbol "WELL" and on the OTC Exchange under the symbol "WHTCF". To learn more, please visit: www.well.company . Forward-Looking Statements This news release may contain "Forward-Looking Information" within the meaning of applicable Canadian securities laws, including, without limitation: information regarding the Company's goals, strategies and growth plans; expectations regarding continued revenue and EBITDA growth; the expected benefits and synergies of completed acquisitions; 2026 guidance affirmation, long-term strategic objectives, liquidity expectations, WELL's acquisition pipeline, the Circle Medical Deferrals, WELL's growth initiatives, revenue contributions from completed acquisitions, the different Ontario procurement and funding opportunities, as well as information in the "Outlook" section herein. Forward- Looking Information are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management, are inherently subject to significant business, economic and competitive uncertainties, and contingencies. Forward-Looking Information generally can be identified by the use of forward-looking words such as "may", "should", "will", "could", "intend", "estimate", "plan", "anticipate", "expect", "believe" or "continue", or the negative thereof or similar variations. Forward- Looking Information involve known and unknown risks, uncertainties and other factors that may cause future results, performance, or achievements to be materially different from the estimated future results, performance or achievements expressed or implied by the Forward-Looking Information and the Forward-Looking Information are not guarantees of future performance. WELL's comments expressed or implied by such Forward-Looking Information are subject to a number of risks, uncertainties, and conditions, many of which are outside of WELL's control, and undue reliance should not be placed on such information. Forward-Looking Information are qualified in their entirety by inherent risks and uncertainties, including: adverse market conditions and the ability to complete acquisitions; risks inherent in the primary healthcare sector in general; continued patient and consumer demand for WELL's products and services; regulatory and legislative changes; that future results may vary from historical results; inability to obtain any requisite future financing on suitable terms; any inability to realize the expected benefits and synergies of acquisitions; that market competition may affect the business, results and financial condition of WELL and other risk factors identified in documents filed by WELL under its profile at www.sedarplus.com , including its most recent Annual Information Form. Except as required by securities law, WELL does not assume any obligation to update or revise any forward-looking information, whether as a result of new information, events or otherwise. This news release contains financial outlook information (collectively, "FOI") about estimated annual run- rate revenue, deferred revenue contributions, Adjusted EBITDA, operating Adjusted free cash flow attributable to shareholders, Adjusted gross profit, and Adjusted gross margin growth outlook, all of which are subject to the same assumptions, risk factors, limitations, and qualifications as set out in the above paragraph. The actual financial results of WELL may vary from the amounts set out herein and such variation may be material. WELL and its management believe that the FOI has been prepared on a reasonable basis, reflecting management's best estimates and judgments. However, because this information is subjective and subject to numerous risks, it should not be relied on as necessarily
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indicative of future results. Except as required by applicable securities laws, WELL undertakes no obligation to update such FOI. FOI contained in this news release was made as of the date hereof and was provided for the purpose of providing further information about WELL's anticipated future business operations on an annual basis. Readers are cautioned that the FOI contained in this news release should not be used for purposes other than for which it is disclosed herein. Neither the TSX nor its Regulation Services Provider (as that term is defined in policies of the TSX) accepts responsibility for the adequacy or accuracy of this release. For further information: Pardeep Sangha Vice President, Investor Relations investor@well.company 604-628-7266 To view the source version of this press release, please visit https://www.newsfilecorp.com/release/308425