Wellbeing Announces Definitive Agreement to Divest IRP Health

PURSUANT TO COMPLETION OF DUE DILIGENCE, WELLBEING WILL DIVEST ITS EQUITY STAKE IN IRP

Wellbeing Digital Sciences Inc. (“Wellbeing” or the “Company”) (NEO: MEDI) (OTC: KONEF) (FRA: SQ2), an evidence-based mental healthcare company focused on the development and implementation of innovative clinical solutions, including psychedelic medicine and digital therapeutics as supported by clinical research, announces that it has entered into a definitive agreement (“Agreement”) under which Pathway Health Corp. (“Pathway”) will acquire all or substantially all of the operating assets of Wellbeing’s subsidiary IRP Health Ltd. (“IRP”).

Under the transaction, Pathway would acquire all of intellectual property, billing numbers, intangible assets and certain equipment associated with IRP’s multidisciplinary pain management and physical therapy programs that cater to military veterans, RCMP and first responders. Pathway will assume the lease and all of the assets in the Victoria, British Columbia location, including all intangible assets, prepaid expenses, deposits, and equipment.

"This agreement generates additional value for Wellbeing shareholders and allows Wellbeing to focus on expanding our clinical network footprint to treat mental health indications with novel medicines in conjunction with digital therapeutics. After consideration of multiple deal structures, including a range of potential buyers, we are confident that our announced transaction with Pathway maximizes value for our shareholders and positions the business and our employees for long-term success," stated Najla Guthrie, CEO of Wellbeing.

“We're very pleased to be entering into this agreement with Wellbeing and IRP as we look to expand our pain, allied health/rehabilitation, and mental health services to our military veterans, RCMP and other first responders," said Ken Yoon, CEO at Pathway. "With our experience in chronic pain management and our aim to grow our presence in mental health services, we believe Pathway is well suited to provide these valuable clinical services to this most deserving group of Canadians and IRP will be a fantastic addition to our network of clinics."

ABOUT WELLBEING DIGITAL SCIENCES

Wellbeing Digital Sciences Inc. is an evidence-based mental healthcare company focused on the development and implementation of innovative clinical treatment solutions, including psychedelic medicine and digital therapeutics, as supported by clinical research. Its mission is supported by a network of North American clinics that provide forward-thinking therapies and other types of treatment to patients as well as through a contract research organization that offers clinical trials services to clients pursuing drug development. For additional information, please visit wellbeingdigital.co.

ABOUT PATHWAY HEALTH GROUP

Pathway is an integrated healthcare company that provides products and services to patients suffering from chronic pain and related conditions. Pathway owns and operates eleven community-based clinics across four provinces where its team of health professionals work together to help patients through a variety of evidence-based approaches and products, including medical cannabis. Pathway’s patient care programs utilize an interdisciplinary approach that is guided by trained pain specialists, physical and occupational therapists, psychologists, nurses, and other healthcare providers. Pathway is also the leading provider of medical cannabis services in Canada and has established itself as the leading partner with national and regional pharmacy companies for the delivery of medical cannabis services to their customers. Pathway is working with several pharmacy companies on the development of Cannabis Health Products (CHPs) for OTC product distribution through retail pharmacy locations across the country following anticipated changes to the Cannabis Act.

For more information, visit Pathway’s website: www.pathwayhealth.ca

On behalf of:

Najla Guthrie

Chief Executive Officer

WELLBEING DIGITAL SCIENCES

Notice Regarding Forward-Looking Information:

This news release contains forward-looking statements including but not limited to statements regarding the Company’s business, assets or investments, as well other statements that are not historical facts. Readers are cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that the plans, intentions or expectations upon which they are based will occur. By their nature, forward-looking statements involve numerous assumptions, known and unknown risks and uncertainties, both general and specific, that contribute to the possibility that the predictions, forecasts, projections and other forward-looking statements will not occur, which may cause actual performance and results in future periods to differ materially from any estimates or projections of future performance or results expressed or implied by such forward-looking statements. These assumptions, risks and uncertainties include, among other things, the state of the economy in general and capital markets in particular, investor interest in the business and prospects of the Company.

The forward-looking statements contained in this news release are made as of the date of this news release. Except as required by law, the Company disclaims any intention and assumes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable securities law. Additionally, the Company undertakes no obligation to comment on the expectations of, or statements made, by third parties in respect of the matters discussed above.

View source version on businesswire.com: https://www.businesswire.com/news/home/20221027005124/en/