Foxo Technologies, Inc., Completes the Acquisition of Revenue Generating Operations From Rennova Health, Inc.

MINNEAPOLIS, MN, Sept. 17, 2024 (GLOBE NEWSWIRE) -- FOXO Technologies Inc. (NYSE American: FOXO) (the "Company"), today announced it has completed the acquisition of the second revenue-generating operation from Rennova Health, Inc. (OTC:RNVA) ("Rennova"). 

The Company had previously announced it had entered into two share exchange agreements with Rennova. The first agreement was to acquire the equity in Myrtle Recovery Centers, Inc., Rennova's behavioral health services subsidiary. Closing of the Myrtle transaction occurred on June 14, 2024.

The second agreement was to acquire the equity in Rennova Community Health, Inc. (RCHI), the owner of Scott County Community Hospital, Inc. (d/b/a Big South Fork Medical Center), a critical access hospital in Tennessee for $20 million of Convertible Preferred Stock in FOXO. On September 10, 2024, the Company entered into an Amended and Restated Stock Exchange Agreement with Rennova to amend the Stock Exchange Agreement dated June 10, 2024, to change the consideration to be received by Rennova in exchange for all of the equity interests of RCHI for $22,000,000 of intercompany Rennova debt and $100. Under the Amendment, RCHI issued a senior note to Rennova in the principal amount of $22,000,000 (subject to adjustments) which will be secured by all of the assets of RCHI, with the Company and Scott County Community Hospital, Inc., a Tennessee corporation, providing a guaranty on the Note pursuant to a Guaranty Agreement dated September 10, 2024, and with the Company providing a security interest in the "Collateral," as defined in the Pledge and Security Agreement dated September 10, 2024, with Rennova. The Amendment grants RCHI the right to request the Company to exchange the Note into $20,000,000 of Series A preferred stock in the Company.

"We are pleased to have completed these healthcare-related acquisitions from Rennova," said Mark White, Interim CEO of FOXO Technologies. "These transactions align with our core strategy of improving healthcare and well-being while significantly boosting our revenue. We expect to generate annual revenues in excess of $20 million from these acquisitions, with the potential to reach over $50 million in the next 24 months. Our relationship with Rennova opens additional opportunities to expand FOXO's technologies in the marketplace, and we believe this is a turning point for FOXO and its shareholders."

Myrtle Recovery Centers, Inc. is a 30-bed behavioral health facility in East Tennessee. It provides inpatient services for Detox and Residential Treatment and outpatient services for MAT and OBOT Programs. The facility was opened in August 2023 and is in the final stages of securing in-network contracts with various insurance company payers. We anticipate growing this business to having profitable annual revenues of approximately $3-4M and plan to duplicate the model in different locations. Further information can be found at www.myrtlerecoverycenters.com

Scott County Community Hospital, Inc. (DBA Big South Fork Medical) is a critical access designated (CAH) hospital in East Tennessee. 2023 revenues were approximately $18.5M and EBITDA for the facility was in excess of $6M. Further information can be found at www.bsfmedical.com

FOXO Lab's Inc. (FLI) is a biotechnology company dedicated to improving human health and longevity through the development of cutting-edge technology and product solutions for various industries. FLI's epigenetic technology applies AI to DNA methylation to identify molecular biomarkers of human health and aging. FLI is committed to leveraging the latest advancements in science and technology to help people live better, longer lives. For more information about FLI, visit www.foxotechnologies.com.

About FOXO Technologies Inc. ("FOXO")

FOXO owns and operates three subsidiaries.

Foxo Lab's, Inc. is a biotechnology company dedicated to improving human health and longevity through the development of cutting-edge epigenetic and AI technology and product solutions for various health and wellness market sectors.

Myrtle Recovery Centers, Inc., a 30 bed behavioral health facility in East Tennessee. Myrtle provides inpatient services for detox and residential treatment and outpatient services for MAT and OBOT Programs. 

Rennova Community Health, Inc., owns and operates Scott County Community Hospital, Inc. (DBA Big South Fork Medical), a critical access designated (CAH) hospital in East Tennessee.

For more information about FOXO, visit www.foxotechnologies.com.

Forward-Looking Statements

This press release contains certain forward-looking statements for purposes of the "safe harbor" provisions under the United States Private Securities Litigation Reform Act of 1995. Any statements other than statements of historical fact contained herein, including statements about the delisting of the Warrants from NYSE American, trading of the Warrants in the over-the-counter market, the continued listing of the Company's Class A common stock on NYSE American, and other statements identified by words such as "will likely result," "are expected to," "will continue," "is anticipated," "estimated," "believe," "intend," "plan," "projection," "outlook" or words of similar meaning, but the absence of these words does not mean that a statement is not forward-looking. Any such forward-looking statements are based upon the current beliefs and expectations of the Company's management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond the Company's control. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to the possibility that the Plan will not be accepted by NYSE American, the Company will be unable to satisfy other continued listing requirements of NYSE American for its Class A common stock to maintain the listing of the Class A common stock on NYSE American; the risk of changes in the competitive and highly regulated industries in which FOXO operates; variations in operating performance across competitors or changes in laws and regulations affecting FOXO's business; the ability to implement FOXO's business plans, forecasts, and other expectations; the ability to obtain financing; the risk that FOXO has a history of losses and may not achieve or maintain profitability in the future; potential inability of FOXO to establish or maintain relationships required to advance its goals or to achieve its commercialization and development plans; the enforceability of FOXO's intellectual property, including its patents and the potential infringement on the intellectual property rights of others; and the risk of downturns and a changing regulatory landscape in the highly competitive biotechnology industry or in the markets or industries in which FOXO operates, including the highly regulated insurance industry. The foregoing list of factors is not exhaustive. Readers should carefully consider the foregoing factors and the other risks and uncertainties discussed in FOXO's most recent reports on Forms 10-K and 10-Q, particularly the "Risk Factors" sections of those reports, and in other documents FOXO has filed, or will file, with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and FOXO assumes no obligation and do not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.

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