Datavault AI Signs Non-Binding Letter of Intent to Acquire a 19.9% Equity Stake in DataMEDS AI in Consideration of an Expanded Technology License

Expanded healthcare platform would bring together patient-controlled data tokenization, biometric medication verification, and automated delivery technologies

Datavault AI Inc. (“Datavault AI” or the “Company”) (Nasdaq: DVLT), an Artificial Intelligence Platform (“AIP”) company providing data monetization, credentialing, and real-world asset (“RWA”) tokenization, today announced that it has entered into a non-binding letter of intent (“LOI”) to acquire a 19.9% equity interest in DataMEDS AI, Inc. (NASDAQ: MEDS) (“DataMEDS”) in consideration of an expansion of its existing technology license with DataMEDS. The proposed transaction is subject to completion of due diligence and negotiation of definitive agreements and will be subject to customary closing conditions for a transaction of this nature.

The proposed transaction is structured to provide Datavault AI with the opportunity to obtain an equity interest in DataMEDS while preserving ownership of its underlying intellectual property. In exchange for expanding its existing technology license, Datavault AI expects to receive a 19.9% equity interest in DataMEDS on a fully diluted basis, with the opportunity to participate in potential royalty revenue generated through commercialization of the licensed technologies, subject to negotiation and execution of definitive agreements. DataMEDS would assume responsibility for commercialization costs, allowing Datavault AI to leverage its existing intellectual property through a capital-efficient model.

This announcement comes following the U.S. Food and Drug Administration’s (“FDA”) recent guidance regarding regulatory considerations for prescription drug use-related software. Through the proposed transaction, DataMEDS seeks to expand its healthcare technology capabilities by entering into arrangements with several parties, including Datavault AI, EOS Technology Holdings, Inc. (“EOS”), Scilex Holding Company (“Scilex”), HealthBridge Advisors, LLC (“HBA”), and REBOOT Health AI, Inc. (“REBOOT”).

“DataMEDS will reduce the cost, improve the quality of care and empower the patients with powerful data-driven outcomes. This is an enduring vision of true pioneers in behavioral healthcare. Datavault AI is excited to be able to meaningfully participate in the value creation at MEDS via equity participation and royalties for the use of our technologies,” said Nathaniel Bradley, CEO of Datavault AI. “Given the significant amount of due diligence and document preparation that has already taken place under the previous LOI, we believe a fourth quarter 2026 closing is realistic. We look forward to supporting DataMEDS as it seeks to disrupt healthcare through its ability to create good health outcomes.”

The proposed agreement would build on the DataMEDS PharmacyChain platform and EinsteinRx AI capabilities, which already operate under an existing license from Datavault AI. Datavault AI would contribute an expanded, exclusive license (subject to specified exceptions) to its Datavault AI Health capabilities, which are designed to support patient-controlled health data access, monetization, and tokenization across pharmacy, laboratory, wearable, and broader commercial healthcare environments.

Datavault AI would retain ownership of its underlying intellectual property, with DataMEDS assuming responsibility for the costs associated with commercializing the licensed technologies. The LOI also contemplates that Datavault AI will have the right to designate one director to the DataMEDS board following the closing of the proposed transaction. The LOI is nonbinding with respect to completion of the proposed transaction, and the parties are under no obligation to consummate the proposed transaction absent definitive agreements. The LOI may be terminated by the parties under certain circumstances, including as a result of due diligence.

Relevant Datavault AI foundational patent records include U.S. Patent No. 12,100,025, Platform for Management of User Data; U.S. Patent No. 12,596,819, Method and System for Data Valuation and Secure Commercial Monetization Platform; and U.S. Patent Application Publication No. 2022/0188925, Data Futures Platform. These DataVault AI patents relate to data management, valuation and monetization technologies. The specific patents and applications covered by the proposed healthcare license remain subject to confirmation in the definitive license schedule. The expanded license is intended to support patient-controlled health data access, management, valuation, monetization and tokenization across pharmacy, laboratory, wearable and other commercial healthcare settings.

About Datavault AI

Datavault AI™ (NASDAQ: DVLT) is leading the way in AI-driven data experiences, valuation, and monetization of assets in the Web 3.0 environment. The Company’s cloud-based platform provides comprehensive solutions with a collaborative focus in its Acoustic Sciences and Data Sciences divisions.

Datavault AI’s Acoustic Sciences division features WiSA®, ADIO®, and Sumerian® patented technologies and industry-first foundational spatial and multichannel wireless, high-definition sound transmission technologies with intellectual property covering audio timing, synchronization, and multi-channel interference cancellation. The Data Science division leverages the power of Web 3.0 and high-performance computing to provide solutions for experiential data perception, valuation, and secure monetization.

Datavault AI’s platform serves multiple industries, including high-performance computing software licensing for sports & entertainment, events & venues, biotech, education, fintech, real estate, healthcare, energy, and more. The Information Data Exchange® enables Digital Twins and the licensing of name, image, and likeness by securely attaching physical real-world objects to immutable metadata, fostering responsible AI with integrity. The Company’s technology suite is fully customizable and offers AI- and machine-learning-based automation, third-party integration, detailed analytics and data, marketing automation, and advertising monitoring.

The Company is headquartered in Philadelphia, PA. Learn more about Datavault AI at https://dvlt.ai.

About DataMEDS AI

DataMEDS AI, Inc. (NASDAQ: MEDS), formerly Wellgistics Health, Inc., is a healthcare company focused on the vertical integration of technology, pharmacy, pharmaceutical-adjacent and telemedicine business units through its health information technology platforms to deliver a better experience for consumers and providers. Headquartered in Tampa, Fla., DataMEDS incorporates its EinsteinRx™ artificial intelligence platform and PharmacyChain blockchain-enabled smart contracts platform into the Health Lives Here mobile application from Tollo Health, LLC, and its Corexa Health subsidiary provides pharmacy dispensing and pharmacy-related services, including distribution of products developed by Tollo Health. DataMEDS also owns Helomics Corporation, a Pittsburgh, PA-based commercial clinical molecular diagnostics laboratory focused on the ChemoFx® Assay chemotherapy selection diagnostics test that aims to help oncologists make chemotherapy treatment decisions. Learn more at https://datamedsai.com.

About Scilex Holding Company

Scilex Holding Company is an innovative revenue-generating company focused on acquiring, developing, and commercializing non-opioid pain management products for the treatment of acute and chronic pain and neurodegenerative and cardiometabolic disease. Scilex targets indications with high unmet needs and large market opportunities with non-opioid therapies for the treatment of patients with acute and chronic pain and is dedicated to advancing and improving patient outcomes. Scilex’s commercial products include: (i) ZTlido® (lidocaine topical system) 1.8%, a prescription lidocaine topical product approved by the U.S. Food and Drug Administration (the “FDA”) for the relief of neuropathic pain associated with postherpetic neuralgia, which is a form of post-shingles nerve pain; (ii) ELYXYB®, a potential first-line treatment and the only FDA-approved, ready-to-use oral solution for the acute treatment of migraine, with or without aura, in adults; and (iii) Gloperba®, the first and only liquid oral version of the anti-gout medicine colchicine indicated for the prophylaxis of painful gout flares in adults.

In addition, Scilex has three product candidates: (i) SP-102 (10 mg, dexamethasone sodium phosphate viscous gel) (“SEMDEXA” or “SP-102”), which is owned by Semnur Pharmaceuticals, Inc. (“Semnur”) (a majority owned subsidiary of Scilex) and is a novel, viscous gel formulation of a widely used corticosteroid for epidural injections to treat lumbosacral radicular pain, or sciatica, for which Scilex has completed a Phase 3 study and was granted Fast Track status from the FDA in 2017; (ii) SP-103 (lidocaine topical system) 5.4%, (“SP-103”), a next-generation, triple-strength formulation of ZTlido, for the treatment of acute pain and for which Scilex has recently completed a Phase 2 trial in acute low back pain. SP-103 has been granted Fast Track status from the FDA in low back pain; and (iii) SP-104 (4.5 mg, low-dose naltrexone hydrochloride delayed-release capsules) (“SP-104”), a novel low-dose delayed-release naltrexone hydrochloride being developed for the treatment of fibromyalgia.

Scilex is headquartered in Palo Alto, California.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, and other applicable securities laws about Datavault AI Inc. (“Datavault AI,” the “Company,” “us,” “our,” or “we”) and our industry that involve risks and uncertainties. In some cases, you can identify forward-looking statements because they contain words, such as “may,” “might,” “will,” “shall,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “target,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential,” “goal,” “objective,” “seeks,” “likely” or “continue” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans or intentions. The absence of these words does not mean that a statement is not forward-looking.

Forward-looking statements in this press release include, but are not limited to, statements regarding the proposed transaction involving DataMEDS and other participating parties; the anticipated expansion of the Company’s existing technology licensing relationship with DataMEDS to include Datavault AI Health capabilities; the Company’s expected acquisition of a 19.9% equity interest in DataMEDS on a fully diluted basis; the proposed terms, structure, timing and potential completion of the transaction; the negotiation and execution of definitive agreements following satisfactory completion of due diligence; the anticipated integration of Datavault AI Health technology with DataMEDS’ existing healthcare platform and complementary technologies; the potential applications of the Company’s technologies in patient-controlled healthcare data access, valuation, tokenization and monetization across pharmacy, laboratory, wearable and other commercial healthcare settings; the patents and patent applications expected to be included in the proposed healthcare license, the scope of the license schedule to be set forth in the definitive agreements, and the technologies covered by such patents and patent applications; the anticipated expansion of the commercial reach and adoption of the Company’s healthcare technologies; the potential benefits of the proposed transaction to the Company and its stockholders; the Company’s ability to leverage its intellectual property through licensing arrangements and equity participation; the Company’s anticipated right to designate a director to DataMEDS’ board of directors; and the Company’s future growth, strategic objectives and ability to create long-term stockholder value.

These forward-looking statements are based on the Company’s current expectations, estimates, assumptions and beliefs and are subject to numerous risks and uncertainties that could cause actual results, events or developments to differ materially from those expressed or implied by such statements. Such risks and uncertainties include, among others, the nonbinding nature of the letter of intent with respect to consummation of the proposed transaction and the fact that the parties are under no obligation to complete the proposed transaction; the possibility that the parties may not complete due diligence satisfactorily, reach agreement on definitive transaction documents or consummate the proposed transaction; the failure to obtain required board, stockholder, regulatory or Nasdaq approvals or satisfy other closing conditions, including the contemplated liability reduction requirements; changes to the proposed transaction structure, terms or ownership percentages; the possibility that the separate arrangements involving REBOOT Health AI, Inc. may not be completed or may be completed on different terms; the Company’s ability to successfully expand its licensing relationship with DataMEDS and realize the anticipated benefits of the proposed arrangement; the ability of DataMEDS and other participating parties to successfully develop, integrate, operate and commercialize their respective technologies and services; the Company’s ability to realize economic benefits from its proposed equity interest in DataMEDS; restrictions on the transfer or resale of DataMEDS common stock that may be received by the Company; risks associated with the development, functionality, scalability, security and commercial adoption of healthcare data technologies, biometric verification systems, medication delivery technologies and blockchain-enabled platforms; healthcare regulatory requirements, patient privacy and data security laws, intellectual property rights and other applicable legal and regulatory requirements; uncertainty regarding the applicability of recently issued FDA guidance to the contemplated healthcare technologies and applications; the possibility that the patents and patent applications ultimately included in the definitive license schedule may differ from those identified in this press release; the risk that pending patent applications, including U.S. Patent Application Publication No. 2022/0188925, may not result in issued patents, or may issue with claims narrower than those currently sought; the risk that the Company's issued patents, including U.S. Patent Nos. 12,100,025 and 12,596,819, may be challenged, invalidated, held unenforceable or circumvented, or may not provide meaningful protection or competitive advantage; the risk that the Company's patents may not cover the products, services or activities contemplated by the proposed healthcare license; changes in market conditions and the competitive environment; the financial condition, operating performance and future business prospects of DataMEDS and other participating parties; the Company’s ability to successfully execute its intellectual property licensing and data monetization strategies; and the other risks and uncertainties described in the Company’s filings with the U.S. Securities and Exchange Commission (“SEC”), including under the heading “Risk Factors” in the Company’s most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q and other filings with the SEC.

The forward-looking statements contained in this press release speak only as of the date of this press release. The Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable law. Readers are cautioned not to place undue reliance on these forward-looking statements.

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