ZeroStack Corp. Secures Purchase Orders for up to US$14.7 Million of Inventory from Two Pharmaceutical Companies

Toronto, Ontario--(Newsfile Corp. - July 9, 2026) - ZeroStack Corp. (NASDAQ: ZSTK) (the "Company" or "ZeroStack"), the first Nasdaq-listed, AI-focused asset management company, today announced that it has secured pharmaceutical distribution purchase orders for up to approximately US$14.7 million (EUR 12.9 million) of inventory in Germany from two companies (the "Orders"). The Orders are expected to be fulfilled through the Company's wholly owned German subsidiary, Phatebo GmbH ("Phatebo").

Phatebo has operated as a pharmaceutical distributor in Europe for more than then years and serves as the Company's primary operating subsidiary. In connection with ZeroStack's long-term strategy, Phatebo continues to evaluate the implementation of artificial intelligence ("AI")-enabled technologies designed to improve operational efficiency, reduce execution risk and optimize supply chain management. As the Company's largest operating business segment, Phatebo provides recurring commercial activity while allowing ZeroStack to continue diversifying its broader investment strategy across AI and digital assets.

Through Phatebo's established logistics network, regulatory expertise and longstanding relationships across the European healthcare market, ZeroStack is well positioned to execute pharmaceutical distribution mandates throughout Germany.

"These initial Orders represent another meaningful milestone for Phatebo and demonstrate the confidence that pharmaceutical companies continue to place in our distribution platform," said Daniel Reis-Faria, Chief Executive Officer of ZeroStack Corp. "We believe these initial Orders have the potential to establish long-term commercial relationships. If successfully executed, they could represent a significant opportunity to generate meaningful revenue and profitability for our shareholders in a non-dilutive manner."

The Orders further reinforce Phatebo's growing position within the European pharmaceutical supply chain and highlight the Company's ability to establish commercial relationships with established healthcare organizations. Management intends to continue leveraging Phatebo's infrastructure, regulatory capabilities and commercial relationships to pursue additional pharmaceutical distribution opportunities across Europe.

In order to fulfill the Orders, the Company must secure financing necessary to purchase the required inventory. Management is actively negotiating inventory financing facilities with specialty lending institutions; however, there can be no assurance that such financing will be obtained on commercially acceptable terms, in sufficient amounts, on a timely basis, or at all. Failure to obtain adequate financing could delay, reduce or prevent fulfillment of some or all of the Orders.

If the Company is able to fulfill the Orders, the Company believes these Orders may establish the foundation for a broader commercial relationship with the counterparties.

About ZeroStack Corp.

ZeroStack Corp. is the first Nasdaq-listed asset management company focused on providing exposure to decentralized AI. The Company also operates a global pharmaceutical distribution business through its wholly owned subsidiary, Phatebo GmbH. For more information, visit https://zerostack.ai/.

Cautionary Statement Concerning Forward-Looking Statements

This press release contains "forward-looking statements," as defined by U.S. federal securities laws. Forward-looking statements reflect the Company's current expectations and projections about future events at the time, and thus involve uncertainty and risk. The words "believe," "expect," "anticipate," "will," "could," "would," "should," "may," "plan," "estimate," "intend," "predict," "potential," "continue," and the negatives of these words and other similar words or expressions generally identify forward-looking statements. These forward-looking statements include, but are not limited to, express or implied statements regarding: the expected fulfillment of the Orders; the Company's ability to obtain inventory financing; the potential for future orders from existing or prospective customers; anticipated revenues and profitability; expected operating profit; procurement pricing; supplier availability; and commercial relationships.

Forward-looking statements are based on current expectations and assumptions that involve significant risks and uncertainties. Actual results may differ materially due to numerous factors, including, without limitation: the Company's inability to obtain financing necessary to purchase inventory for the Orders; the inability to satisfy customer requirements; cancellation, reduction or postponement of existing or anticipated orders; changes in customer demand; supplier pricing or product availability; logistics disruptions; inflationary pressures; foreign exchange fluctuations; regulatory developments; competitive conditions; execution risks; business strategy risks and the other risks described under the section entitled "Risk Factors" in the Company's Annual Report on Form 10-K filed with the United States Securities and Exchange Commission (the "SEC") on February 27, 2026, as such factors may be updated from time to time in the Company's periodic filings with the SEC, including the Company's Quarterly Report on Form 10-Q filed with the SEC on May 4, 2026, which are accessible on the SEC's website at www.sec.gov/edgar.

Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this release and in the Company's filings with the SEC. While forward-looking statements reflect the Company's good faith beliefs, they are not guarantees of future performance. The Company disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, new information, data or methods, future events or other changes after the date of this press release, except as required by applicable law. You should not place undue reliance on any forward-looking statements, which are based on information currently available to the Company (or to third parties making the forward-looking statements).

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