MEDS · DataMEDS AI, Inc.

Wellgistics Health, Inc. has entered into a definitive Collaboration Agreement to form a joint venture with Kare Rx Hub, LLC, an AI-driven digital hub subsidiary of Kare Pharmtech, LLC. The transaction establishes a new limited liability company, Healthstar Technologies, LLC, in which Wellgistics holds a controlling 51% membership interest while Kare Hub retains 49%. This structure allows Wellgistics to consolidate the joint venture's operations while leveraging Kare Hub's existing technology and provider network. In exchange for the intellectual property and related assets transferred to Healthstar Technologies, Wellgistics agreed to pay an aggregate purchase price of $2,000,000. The consideration is structured entirely in unregistered shares of the Company's common stock, with 1,500,000 shares delivered at Closing and additional shares to be issued at the Company's election on or prior to April 1, 2027, calculated based on a two-day volume-weighted average price to ensure the total value equals $2,000,000. The agreement includes a 12-month lock-up provision restricting Kare Pharmtech from selling or transferring the Purchase Shares, providing stability to the Company's share structure following the issuance. The transaction remains subject to satisfactory completion of IT and financial due diligence, with either party retaining the right to terminate if dissatisfied. The joint venture aims to integrate Wellgistics' proprietary platforms, including EinsteinRx and HubRx AI, with KareRx's digital hub capabilities, targeting an ecosystem with potential reach to over 200,000 patient lives. This strategic move is intended to accelerate pharmaceutical access, fulfillment, and commercialization through a unified technology platform.