Selectis Health Completes Merger with Black Pearl Equities, Shares Cancelled

Selectis Health, Inc. (the “Company”) completed its previously announced merger with Tortuga Acquisition Sub, Inc., a wholly owned subsidiary of Black Pearl Equities II, LLC, on October 5, 2026. The transaction, which was previously disclosed in a June 22, 2026 Agreement and Plan of Merger, became effective at 4:27 p.m. Mountain Time on that date.

As a result of the merger, Selectis Health ceased to exist as an independent public company. The Company was merged with and into Tortuga Acquisition Sub, Inc., with Tortuga Acquisition Sub continuing as the surviving corporation. The Company is now a wholly owned subsidiary of Purchaser and an indirect wholly owned subsidiary of Black Pearl Equities II, LLC.

Immediately prior to the effective time, each outstanding share of the Company’s common stock was cancelled and converted into the right to receive $5.75 in cash per share. The aggregate cash consideration payable in the offer and merger was approximately $17,635,589, excluding amounts payable for warrants and other equity awards. The transaction was funded with the proceeds of term loans.

In connection with the merger, Selectis Health entered into a Credit Agreement with Milrose Capital, LLC and SCG Experts Corp. Under this agreement, the Company became a borrower and assumed joint and several liability for term loans in an aggregate principal amount of $18,226,250.00. These loans bear interest at a fixed rate of 5.0% per annum and mature on August 28, 2031.

Following the merger, the Company’s board of directors was reconstituted. Clifford L. Neuman, Kent J. Lund, Richard Huebner, and Krystal Eckhart ceased to serve as directors or officers. Abraham Schwartz and Zalman Schapiro, who were directors and officers of Tortuga Acquisition Sub, became the directors and officers of the Company.

The Company has notified FINRA of the merger, and its shares will no longer be quoted on the OTCQB market. The Company intends to file a certification and notice on Form 15 to terminate the registration of its shares under the Securities Exchange Act.