Custom Health Completes Acquisition of Spencer Health Solutions

Custom Health Holdings Inc. has completed its acquisition of Spencer Health Solutions, a developer of smart medication dispensing technology and in-home monitoring platforms. The deal, finalized on September 4, 2026, now makes Spencer a wholly owned subsidiary of Custom Health, marking a significant step in the company’s strategy to enhance its in-home medication management capabilities.

The acquisition brings Custom Health full ownership of Spencer’s technology, intellectual property, and product roadmap, eliminating the need for third-party support and reducing associated costs. This move is expected to streamline operations and improve margins, as Custom Health will have greater control over its product development and integration processes.

Shane Bishop, CEO of Custom Health, stated, "With Spencer fully in-house, we now own the full technology stack supporting our in-home medication management model. This includes dispensing hardware and pharmacist-led clinical follow-up. The integration of Spencer's technology with our existing infrastructure will support faster development, improve operational efficiency, and reduce costs, enabling us to scale more effectively."

Custom Health's AdhereNet® platform, which connects in-home technology, pharmacy, and pharmacist-led clinicians, is now strengthened with the addition of Spencer's capabilities. This integration aims to provide continuous visibility into patients' medication use and support timely clinical actions, aligning with Custom Health's mission to enhance medication management at home.

The Transaction involved the acquisition of Spencer Health Solutions Inc. through a statutory merger. Custom Health paid a total consideration of US$1,500,000 in cash and approximately US$23,500,000 in stock, with the latter delivered through pre-funded warrants. The warrants are exercisable for common shares of Custom Health Holdings Inc. at any time from 90 days following the closing until 15 months later, based on the market price at the time of exercise.

Custom Health’s existing funding and forbearance arrangement with Spencer and Research Corporation Technologies, Inc., was converted into full ownership by Custom Health. The Company received conditional approval from the Toronto Stock Exchange (TSX) for the Transaction on August 25, 2026. Certain securities issued in connection with the Transaction are subject to a statutory hold period expiring four months and one day following the date of issuance, in accordance with applicable Canadian securities legislation.

The acquisition is part of Custom Health’s broader strategy to expand its integrated approach to medication management at home, leveraging the strengths of both companies to support better patient outcomes and operational efficiency.