Roosevelt Capital Group Inc. Announces TSXV Conditional Approval and Filing of Filing Statement for Its Qualifying Transaction with Cloud DX, Inc.

Calgary, Alberta--(Newsfile Corp. - April 8, 2021) - Roosevelt Capital Group Inc. (TSXV: ROSV.P) ("Roosevelt"), a capital pool company (as defined in Policy 2.4 (the "CPC Policy") of the TSX Venture Exchange ("TSXV") Corporate Finance Manual), and Cloud DX, Inc. ("Cloud DX"), a leading provider of virtual care and remote patient monitoring solutions, are pleased to announce that they have received conditional approval from the TSXV for the closing of the proposed Qualifying Transaction (as defined in the CPC Policy) (the "Transaction"), which upon completion, will result in the reverse take-over of Roosevelt by the shareholders of Cloud DX.

A Filing Statement in respect of the Transaction has been prepared in accordance with the requirements of the TSXV and has been filed under Roosevelt's issuer profile on SEDAR at www.sedar.com. Closing of the proposed Transaction is expected to occur on or about April 12, 2021 and it is anticipated that the common shares of the resulting issuer company on completion of the Transaction will commence trading on the TSXV under the ticker symbol "CDX" on or about April 15, 2021, subject to the TSXV providing final approval for the Transaction.

Further information with respect to the Transaction can be found in Roosevelt's news releases dated May 1, 2020, October 16, 2020, January 19, 2021, January 29, 2021, February 26, 2021, March 15, 2021, and March 29, 2021.

About Roosevelt Capital Group

Roosevelt Capital Group is a capital pool company that has not commenced commercial operations and has no assets other than cash. Except as specifically contemplated in the Exchange's CPC Policy, until the completion of its qualifying transaction, Roosevelt will not carry on business, other than the identification and evaluation of businesses or assets with a view to completing a proposed qualifying transaction.

For further information, please contact:
Bruce Bent, Chief Financial Officer
Roosevelt Capital Group Inc.
Telephone: (905) 567-3431
Email: bbent@msw.on.ca

About Cloud DX

Cloud DX is a leader in virtual healthcare and digital medicine with rapidly growing sales across North America. Cloud DX's complete remote patient monitoring platform incorporates proprietary medical devices, mobile apps, clinical dashboards, artificial intelligence and EMR integration. Cloud DX now provides products and services to hospitals, healthcare providers and provincial health departments across North America. In 2020, Cloud DX was a co-recipient of the Roche COVID Challenge award, and is widely recognized for their ground-breaking med tech innovations, including winning the Qualcomm Tricorder XPRIZE Bold Epic Innovator Award, Fast Company magazine "World Changing Idea" and most recently a 2021 Edison Award nomination.

For further information, please contact:
Robert Kaul, Chief Executive Officer
Cloud DX, Inc.
Telephone: (888) 534-0944
Email: ceo@clouddx.com

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IN THE UNITED STATES

THE SECURITIES REFERRED TO HEREIN WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933 (THE "1933 ACT") AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO A U.S. PERSON IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE 1933 ACT.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. The Exchange has in no way passed upon the merits of the Transaction and has neither approved nor disapproved the content of this press release. Completion of the Transaction is subject to a number of conditions, including but not limited to TSXV acceptance. There can be no assurance that the Transaction will be completed as proposed or at all. Investors are cautioned that, except as disclosed in the filing statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

Caution Regarding Forward-Looking Statements

This news release includes certain forward-looking statements concerning Roosevelt, Cloud DX, and their respective businesses, which may include but are not limited to, statements with respect to the completion of the Transaction and the listing of the resulting issuer shares on the TSXV. Wherever possible, words such as "may", "will", "should", "could", "expect", "plan", "intend", "anticipate", "believe", "estimate", "predict" or "potential" or the negative or other variations of these words, or similar words or phrases, have been used to identify these forward-looking statements. These statements reflect management's current beliefs and are based on information currently available to management as at the date hereof.

Forward-looking statements involve significant risk, uncertainties and assumptions. Many factors could cause actual results, performance or achievements to differ materially from the results discussed or implied in the forward-looking statements. These factors should be considered carefully and readers should not place undue reliance on the forward-looking statements. Although the forward-looking statements contained in this news release are based upon what management believes to be reasonable assumptions, the Corporation cannot assure readers that actual results will be consistent with these forward-looking statements. These forward-looking statements are made as of the date of this news release, and Roosevelt assumes no obligation to update or revise them to reflect new events or circumstances, except as required by law.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/79828.