Related Party Transactions

Trellus Health plc

("Trellus Health" or the "Company")

Related Party Transactions
Additional Disclosures

LONDON, U.K. AND NEW YORK, U.S. (13 June 2023). Trellus Health plc (AIM: TRLS), which is commercializing a scientifically validated, personalized resilience-driven self-management solution for chronic health conditions at their intersection with mental health, provides additional disclosures under AIM Rule 13.

As stated in note 19 to the financial statements contained in the Company's 2022 Annual Report & Accounts, which was posted to shareholders on 26 May 2023, related party transactions as classified under IFRS during the year included the payment of $100K to the Icahn School of Medicine at Mount Sinai ("Icahn Mount Sinai"). The payment relates to services provided to the Company by Icahn Mount Sinai under a support agreement (the "Support Agreement") where Icahn Mount Sinai provided project management support for its efforts within Icahn Mount Sinai, its healthcare providers, and with external third parties, for a fixed fee.

Several of the projects have resulted in revenue generating activities, such as those for the provision of the Trellus Health Inflammatory Bowel Disease (IBD) Solution to Mount Sinai Health System ("Mount Sinai") employees, to members of a New York State trade union, and a New York Medicaid health plan.

The Support Agreement was entered into with effect as of 1 July 2021 and it was terminated by mutual agreement on 25 October 2022 as the Company had transitioned to a coaching delivery model and implemented other organisational changes such that it no longer required the level of input provided under the Support Agreement. There are no additional payments due for payment by the Company under the Support Agreement.

The Company is based on technology developed by Mount Sinai faculty members Dr. Marla Dubinsky and Dr. Laurie Keefer. Drs. Dubinsky and Keefer have financial interests in the Company. In addition, Mount Sinai is a substantial shareholder in the Company and is represented on the Trellus Health Board by Dr. Erik Lium.

Dr. Dubinsky, CEO of Trellus Health, holds a faculty position and is a Professor of Pediatrics and Medicine at Icahn Mount Sinai.

The terms of the Support Agreement mean that it is classified as a related party transaction under the AIM Rules for Companies. The independent directors of the Company (being Dr. Daniel Mahony, Mike Salter, Christopher Mills, and Traci Entel), having consulted with the Company's nominated adviser, consider that the terms of the Support Agreement were fair and reasonable insofar as the Company's shareholders are concerned.

Following on from the Support Agreement, the Company announced a demonstration project to enable Icahn Mount Sinai to evaluate the Trellus IBD program, including its operation and technology performance, and the level of engagement and satisfaction of the enrolled participants and their clinical teams with the experience and outcome (the "IBD Pilot"). Under the terms of the agreement entered into in relation to this project (the "IBD Pilot Agreement"), the Trellus IBD program was made available to certain Mount Sinai employees who are also IBD patients, (as announced on 23 August 2021). In accordance with the terms of the IBD Pilot Agreement, the Company received a one-time implementation fee of $25k from Icahn Mount Sinai for setting up, running and analysing the results from the IBD Pilot. Subsequently one of the commercial agreements between the same parties announced on 17 October 2022, making the Trellus IBD program available to, and paid for, as a wellness benefit, to all Mount Sinai employees, superseded the IBD Pilot Agreement. Further disclosures were made in relation this subsequent agreement in an announcement released on 20 December 2022^*.

The terms of the IBD Pilot Agreement mean that it is classified as a related party transaction under the AIM Rules for Companies. The independent directors of the Company (as listed above), having consulted with the Company's nominated adviser, consider that the terms of the IBD Pilot Agreement were fair and reasonable insofar as the Company's shareholders are concerned.

^* https://www.londonstockexchange.com/news-article/TRLS/trading-update-related-party-transaction/15764993

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About Trellus Health plc (www.trellushealth.com)

Trellus Health (LSE: TRLS) is the first resilience based digital health company focused on the intersection of chronic illness and mental health. Trellus Health integrates its proprietary resilience-based methodology with the technology, tools, and team to deliver a whole-person technology-enhanced experience that results in relieving disease burden, building self-management skills and promoting positive health behaviours that improves outcomes and enables thriving in the face of a chronic condition. Through its TrellusElevate™ connected health platform and companion App, the company addresses both physical and behavioural health together, in context, to improve outcomes and reduce healthcare costs across the healthcare ecosystem.

The Company was founded by Mount Sinai faculty members Marla C. Dubinsky, MD and Laurie Keefer, PhD, both with over 50 years of combined clinical and research experience in IBD, IBS and psychogastroenterology, respectively.

The Company was initially focused on inflammatory bowel disease ("IBD"), which includes the chronic incurable conditions of Crohn's Disease and ulcerative colitis but has now added Irritable Bowel Syndrome ("IBS"). Given the common emotional and mental health struggles often experienced by individuals suffering from a variety of chronic conditions, Trellus Health considers its approach to have potential utility and demand across many conditions.

The TrellusElevate™ platform is the Company's proprietary connected health platform that incorporates the GRITT™ methodology and learnings on resilience from clinical research and practice conducted at the Mount Sinai IBD Center for more than five years. This proprietary, resilience-driven methodology has been scientifically validated to demonstrate meaningful improvements in patient outcomes, 71% reduction in Emergency Department (A&E) visits, and 94% reduction in unplanned hospitalisations, which the directors of the Company believe indicates the potential for significant cost savings for healthcare payers. Patients with IBD managed with the proprietary resilience methodology also experienced a 49% reduction in required opioid use and a 73% reduction in corticosteroid use 12 months following starting the program which is a major indicator of improved health outcomes¹.

Shares in Trellus Health were admitted to trading on AIM in May 2021, under the ticker TRLS. For more information on Trellus Health, visit:  www.trellushealth.com

¹ Source: https://www.sciencedirect.com/science/article/pii/S1542356521012258)