Skylight Health Announces Foreclosure and Settlement Transactions For US Operations

Toronto, Ontario--(Newsfile Corp. - July 19, 2023) - Skylight Health Group Inc. (TSXV: SLHG) (OTCQX: SLHGF) ("Skylight Health" or the "Company") and its subsidiaries (collectively, the "Skylight Group") announce today the completion of transactions (the "Enforcement and Settlement Transactions") with their secured lenders, Families-Backing-Families Credit Fund I, LP ("FLC") and Walleye Opportunities Master Fund Ltd. ("Walleye") and the orderly wind down of remaining US operations.

As previously reported in the Company's financial statements for the third quarter of 2022, the ability of the Company to continue as a going concern and to realize the carrying value of its assets and discharge its liabilities and commitments when due was dependent on the Company generating positive cash flows and additional financing sufficient to fund its cash flow needs.

As at the time of the Enforcement and Settlement Transactions, FLC and Walleye were owed over US $11 million and US $4 million, respectively, by Skylight or its affiliates.

Following an extensive review of strategic alternatives the Skylight Group determined, in consultation with advisors, that no executable transactions were available that would allow the Skylight Group to continue operations or provide value sufficient to satisfy the secured obligations owing to FLC and Walleye. Accordingly, the Skylight Group determined that the Enforcement and Settlement Transactions were in the best interests of the Skylight Group.

Pursuant to the Enforcement and Settlement Transactions:

• An assignee of the secured obligations owing to FLC proceeded with a foreclosure on all of the Company's indirect equity interest in NeighborMD Partners of Florida, LLC.

• MVC Technologies USA, Inc. ("MVC"), an affiliate of Skylight, assigned to Walleye all of MVC's right, title and interest in certain receivables owing to MVC by Cmeddata Inc..

• Skylight Group has transitioned their remaining US operating obligations to other service providers.

The Enforcement and Settlement Transactions will provide continued employment for a number of employees of the Skylight Group and continued services to patients and clients of the Skylight Group.

The Enforcement and Settlement Transactions are not anticipated to provide monetary recoveries to any creditors of the Skylight Group subordinate to Walleye and FLC.

Upon completion of the Enforcement and Settlement Transactions, Skylight and its affiliates will have no remaining material operations and intend to take steps to formally dissolve their remaining US subsidiaries.

The Company also announces the resignation of Tom Brogan from its Board of Directors. The Company thanks Tom for his contributions and wishes him well in future endeavors.

Forward-Looking Statements

This press release may include predictions, estimates or other information that might be considered forward-looking within the meaning of applicable securities laws. While these forward-looking statements represent our current judgments, they are subject to risks and uncertainties that could cause actual results to differ materially. You are cautioned not to place undue reliance on these forward-looking statements, which reflect our opinions only as of the date of this release. Please keep in mind that we are not obligating ourselves to revise or publicly release the results of any revision to these forward-looking statements in light of new information or future events. When used herein, words such as "look forward," "believe," "continue," "building," "may be", or variations of such words and similar expressions are intended to identify forward-looking statements. Factors that could cause actual results to differ materially from those contemplated in any forward-looking statements made by us herein are often discussed in filings we make with the Canadian and United States securities regulators, including the Securities and Exchange Commission, available at: www.sec.gov, and Canadian Securities Administrators, available at www.sedar.com, and on our website, at skylighthealthgroup.com.

For more information, please visit our website or contact:

Investor Relations:
investors@skylighthealthgroup.com

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/174145