Hydreight Technologies Signs Binding Letter of Intent to Acquire 5% Equity Stake in Perfect Scripts, LLC, with Option to Increase to 40%, and Establish Strategic Partnership
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VANCOUVER, British Columbia, July 14, 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 it has entered into a binding letter of intent dated July 11, 2025 (the “LOI”) with Perfect Scripts LLC (“Perfect Scripts”), an arm’s length limited liability company based in Texas, in respect of a strategic partnership. Pursuant to the LOI, the parties have agreed that: (a) Hydreight will acquire an initial 5% interest in the issued and outstanding common stock in the capital of 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 equal to the greater of CAD$2.30 per share and the lowest price permitted by the policies of TSX Venture Exchange (the “Exchange”), (b) Hydreight and Perfect Scripts will 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 on the terms and conditions to be set out in a pharmacy services agreement to be entered into by the parties (the “Pharmacy Agreement”), and (d) Hydreight will be granted a right to (i) maintain its pro rata interest in the issued and outstanding common stock of Perfect Scripts, and (ii) acquire up to an aggregate 40% interest in the issued and outstanding securities of Perfect Scripts (collectively, the “Transaction”).
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 digital prescription intake, automated accuracy checks, and real-time inventory and shipping integration.
- PerfectRx currently can process over 150,000 prescriptions per day, with scalable infrastructure to handle demand surges.
Shane Madden, CEO of Hydreight, commented: “This strategic deal locks in a rock-solid pillar for Hydreight’s next stage of growth. By controlling production, distribution, and pricing for key pharmaceuticals like GLP-1s and NAD+, we’re boosting our pharmacy margins, securing a consistent supply chain, and deepening our defensibility with true vertical integration. It’s real barriers to entry, more margin, and stronger economics for every partner and licensee on our platform.The addition of a 50-state 503A pharmacy puts us firmly in the driver’s seat on patient-specific meds with full compliance. And our joint mission to build and own a 503B takes it even further — expanding our reach to serve the entire U.S. healthcare market, from hospitals and clinics to direct-to-consumer brands and everyday patients. Bottom line: this is more margin, more protection, and more upside — the kind of infrastructure that expands our product lineup and positions Hydreight for a stronger valuation multiple. It’s another big step forward in our mission to transform access to modern healthcare.”
Brandon Rainone, Founder and Managing Member of Perfect Scripts, said: “We’re very happy to be partnering with Hydreight and VSDHOne. Hydreight offers a unique and comprehensive legal and technology framework that we believe represents the future of personal care—and the only truly compliant way to access pharmaceutical products. We’ve been impressed by their growing volume and the strength of their infrastructure. We’re excited to team up and introduce this solution to our broader client base, helping them offer our products in a fully compliant and scalable way.”
About Perfect Scripts LLC
Perfect Scripts LLC is the parent entity of PerfectRx LLC, PerfectionRx LLC and PerfectRx and holds all key assets, including Perfect Scripts’ proprietary technology. PerfectRx LLC is a 503A retail dispensing licensed pharmacy operating in Iowa that employs a large pharmacy team and key data analysts for Perfect Scripts. PerfectionRx LLC is a licensed pharmacy headquartered in Florida with a 30,000 sq ft distribution center. Additionally, PerfectRx will also soon be opening a new location in the Dallas-Fort Worth metropolitan area in 2025 to provide even greater capacity.
PerfectRx is a nationally licensed, HIPAA-compliant mail order pharmacy operating in all 50 states with multiple distribution centers with the ability to ship directly to patients any medication, including brand and 503A and 503B compounded versions. Perfect RX specializes in comprehensive pharmacy services—including prescription filling, compounding, and health-related solutions—on a national scale. Our proprietary software, PerfectOS, enables seamless digital prescription intake, automated accuracy checks, and real-time inventory and shipping data integration. PerfectRx currently can process and fulfill over 150,000 prescriptions per day, with the capacity to rapidly scale for surges.
High-volume precision: Our automation systems ensure quality, reduce errors, and handle fluctuating demand seamlessly.
Compliant & secure: As a HIPAA-compliant operation, we maintain robust safeguards around patient data and transaction privacy.
Nationwide licensing: Serving patients coast to coast, we solve the geographic coverage challenge often faced by single-state players.
Details of the Transaction
The LOI contemplates that the parties will draft, finalize and execute a definitive agreement (a “Definitive Agreement”, which will also include the Pharmacy Agreement) respecting the Transaction on or before August 25, 2025 (the “Outside Date”), with the option to mutually extend the Outside Date by an additional 45 days. The Transaction and the entering into of a Definitive Agreement are subject to mutual due diligence investigations. The Company may pay a finder’s fee in connection with the Transaction. The completion of the Transaction is subject to the fulfillment or waiver of several conditions, including receipt by Hydreight of approval from the Exchange, if required. The Transaction is expected to be structured as an “Expedited Acquisition” under the policies of the Exchange.
The Hydreight Compensation Shares (i) will 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, or such other vesting schedule as the Exchange may require, and (ii) will be 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 daily trading volume of the common shares of Hydreight on the Exchange on the day of such sale.
The Hydreight Compensation Shares will be 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 will be 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 may bear legends to this effect.
The securities of the Company have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) or any U.S. state securities laws and may not be offered or sold in the United States absent registration or an available exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there by any sale of the securities referenced in this press release, in any jurisdiction in which such offer, solicitation or sale would be unlawful.
On behalf of the Board of Directors
Shane Madden
Director and Chief Executive Officer
Hydreight Technologies Inc.
Hydreight Technologies Inc Ranked Number 56 Fastest-Growing Company in North America on the 2024 Deloitte Technology Fast 500™
Contact
Email: ir@hydreight.com; Telephone: 1 (702) 970-8112
About Hydreight Technologies Inc.
Hydreight Technologies Inc is building one of the largest mobile clinic networks in the United States. Its proprietary, fully integrated platform hosts a network of over 2500 nurses, over 100 doctors and a pharmacy network across 50 states. The platform includes a built-in, easy-to-use suite of fully integrated tools for accounting, documentation, sales, inventory, booking, and managing patient data, which enables licensed healthcare professionals to provide services directly to patients at home, office or hotel. Hydreight is bridging the gap between provider compliance and patient convenience, empowering nurses, med spa technicians, and other licensed healthcare professionals. The Hydreight platform allows healthcare professionals to deliver services independently, on their own terms, or to add mobile services to existing location-based operations. Hydreight has a 503B pharmacy network servicing all 50 states and is closely affiliated with a U.S. certified e-script and telemedicine provider network.
About VSDHOne – Direct to Consumer Platform
Developed in partnership with Victory Square Technologies (CSE: VST) (OTC: VSQTF) (FWB: 6F6), Hydreight launched the VSDHOne (Read as VSDH-One) platform. VSDHOne simplifies the entry challenges for companies and medi-spa businesses to enter the online healthcare space compliantly. This platform will help all businesses to launch a direct-to-consumer healthcare brand in a matter of days in all 50 states. Compliant offerings include: GLP-1s (semaglutide, tirzepatide), peptides, personalized healthcare treatments, sermorelin, testosterone replacement therapy (TRT), hair loss, skincare, sexual health and more. Hydreight invested in technology, legal and infrastructure to launch this platform. The VSDHOne platform offers a complete, end-to-end solution for businesses looking to launch direct-to-consumer healthcare brands. From compliance and telemedicine technology to nationwide doctor and pharmacy networks, VSDHOne provides all the tools needed for a seamless entry into the online healthcare space. The platform is designed to significantly reduce the time and costs associated with launching such services, making it possible for businesses to go live in days instead of months.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Statement Regarding Forward Looking Information
This news release contains forward looking information or statements within the meaning of applicable securities laws, which may include, without limitation, statements relating to the terms and completion of the Transaction, including the entry into a Definitive Agreement, the receipt of corporate, regulatory and stock exchange approval in respect of the Transaction, the business prospects of the Company and Perfect Scripts, the perceived benefits of the Transaction and a strategic partnership between the Company and Perfect Scripts, and other matters. All statements in this news release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward looking information or statements. Although the Company believes the expectations expressed in such forward-looking information or statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking information or statements. Such statements and information are based on numerous assumptions regarding present and future business strategies and the environment in which the Company will operate in the future, the ability to achieve its goals, expected costs and timelines to achieve the Company’s goals, that general business and economic conditions will not change in a material adverse manner, and that financing will be available if and when needed and on reasonable terms. Such forward looking information or statements reflects the Company’s views with respect to future events and is subject to risks, uncertainties and assumptions, including the risks and uncertainties included in in documents filed under the Company’s profile on SEDAR+ at www.sedarplus.ca. While such estimates and assumptions are considered reasonable by the management of the Company, they are inherently subject to significant business, economic, competitive, and regulatory uncertainties and risks. Factors that could cause actual results to differ materially from those in forward looking information or statements include, but are not limited to, the ability of the Company to complete the Transaction on the terms described herein, including obtaining the requisite regulatory and stock exchange approvals, continued availability of capital and financing and general economic, market or business conditions, failure to compete effectively with competitors, failure to maintain or obtain all necessary permits, approvals and authorizations, failure to comply with applicable laws, including environmental laws, risks relating to unanticipated operational difficulties. The Company does not undertake to update forward looking statements or forward-looking information, except as required by law. All information contained in this news release regarding Perfect Scripts and its subsidiaries was provided by its management team and Hydreight and its directors and officers have relied on Perfect Scripts for such information.
