Ontrak, Inc. Announces Pricing of $6.3 Million Public Offering, $11 Million Concurrent Private Placement and $16.3 Million Conversion of Secured Notes - Seite 2

The gross proceeds to the Company from the public offering are expected to be approximately $6.3 million before deducting placement agent fees and other offering expenses payable by the Company. The Company intends to use the net proceeds of the offering for working capital and other general corporate purposes. In addition, the Company estimates that the private placement will result in the cancellation of $5.0 million of debt owed by the Company to Acuitas under outstanding senior secured convertible notes and the reclassification of $6.0 million of restricted cash held under the terms of the Master Note Purchase Agreement previously entered into with Acuitas to unrestricted cash.

Roth Capital Partners is acting as the exclusive placement agent for the offering and the private placement.

The public offering described above is being made pursuant to a registration statement on Form S-1 (File No. 333-273029), as amended, that was originally filed with the U.S. Securities and Exchange Commission (the “SEC”) on June 29, 2023, and was declared effective on November 9, 2023. A final prospectus related to the offering will be filed and made available on the SEC’s website at https://www.sec.gov/. The public offering is being made only by means of a prospectus, which forms a part of the registration statement. Electronic copies of the final prospectus may be obtained, when available, by contacting Roth Capital Partners at 888 San Clemente Drive, Newport Beach CA 92660, or by phone at [phone] or e-mail at [e-mail].

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of any of the securities described herein in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Ontrak, Inc.

Ontrak, Inc. is a leading AI and telehealth-enabled healthcare company, whose mission is to help improve the health and save the lives of as many people as possible. Ontrak identifies, engages, activates, and provides care pathways to treatment for the most vulnerable members of the behavioral health population who would otherwise fall through the cracks of the healthcare system. We engage individuals with anxiety, depression, substance use disorder and chronic disease through personalized care coaching and customized care pathways that help them receive the treatment and advocacy they need, despite the socio-economic, medical and health system barriers that exacerbate the severity of their comorbid illnesses. The company’s integrated intervention platform uses AI, predictive analytics and digital interfaces combined with dozens of care coach engagements to deliver improved member health, better healthcare system utilization, and durable outcomes and savings to healthcare payors.