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VANCOUVER, British Columbia, Nov. 28, 2025 (GLOBE NEWSWIRE) — Hydreight Technologies Inc. (TSXV:NURS)(OTCQB:HYDTF)(FSE: SO6),(“Hydreight” or the “Company“), a North American, fully integrated, mobile clinical network of nurses, doctors, and pharmacy distribution, is pleased to announce that, further to its news releases dated July 14, 2025 and September 2, 2025, it has closed (the “Closing“) the previously announced transaction with Perfect Scripts LLC (“Perfect Scripts“), an arm’s length limited liability company based in Texas, in respect of a strategic partnership.
On Closing: (a) Hydreight acquired an initial 5% membership interest in Perfect Scripts in consideration for 2,250,000 common shares in the capital of Hydreight (the “Hydreight Compensation Shares“), with each Hydreight Compensation Share issued at a deemed price of CAD$2.30 per share, (b) Hydreight and Perfect Scripts agreed to partner to start a 503B pharmacy in the United States, (c) Hydreight will receive the lowest pricing for all products sold or made available by Perfect Scripts or its subsidiaries, and (d) Hydreight has been granted a right to (i) maintain its pro rata interest in the outstanding membership interests of Perfect Scripts (the “Pro-Rata Investment Right“), and (ii) acquire up to an aggregate 40% interest in the outstanding membership interests of Perfect Scripts (the “Up to 40% Option“), subject to certain conditions (collectively, the “Transaction“).
In connection with the Closing, Hydreight and Perfect Scripts amended the definitive agreement dated September 1, 2025 in respect of the Transaction to set restrictions on the number of common shares of Hydreight (each a “Hydreight Share“) issuable in connection with any exercise of the Pro-Rata Investment Right and the Up to 40% Option, whereby Hydreight agreed: (a) not to issue more than 12,000,000 Hydreight Shares to Perfect Scripts in total (not including the Hydreight Compensation Shares) and (b) not to issue Hydreight Shares to Perfect Scripts, if after such issuance, Perfect Scripts would own more than 9.9% of the issued and outstanding Hydreight Shares at any time.
The Company paid a cash finder’s fee of $258,750, representing 5% of the deemed value of the Transaction, to a finder in connection with the Transaction.
The Hydreight Compensation Shares (i) vest in 25% increments every 1.5 months and will be fully vested on the date that is 6 months following the date of issuance, and (ii) are subject to a restriction on sale pursuant to which Perfect Scripts may sell a maximum number of Hydreight Compensation Shares as is equal to 5% of the five day average daily trading volume of the common shares of Hydreight on the TSX Venture Exchange for the immediately prior five trading days.
The Hydreight Compensation Shares have been issued under prospectus exemptions pursuant to National Instrument 45-106 – Prospectus Exemptions of the Canadian Securities Administrators and in reliance upon exemptions from U.S. federal and state registration requirements and are subject to a statutory hold period of four months in accordance with applicable Canadian securities laws and other hold periods in accordance with applicable U.S. securities laws and will bear legends to this effect.
Perfect Scripts LLC is the parent company of PerfectRx LLC, PerfectionRx LLC, and PerfectRx, and owns:
Its proprietary technology, PerfectOS.
PerfectRx LLC is a 503A retail dispensing pharmacy based in Iowa with a large pharmacy and data analytics team. PerfectionRx LLC operates out of a 30,000 sq ft licensed pharmacy and distribution center in Florida.
PerfectRx is a nationally licensed, HIPAA-compliant mail-order pharmacy operating in all 50 states, capable of shipping brand-name, 503A, and 503B compounded medications directly to patients.
Using its proprietary PerfectOS platform, the company offers …
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