Radnostix, Inc. (Buyer) has entered into an Asset Purchase Agreement with Lucerno Dynamics, LLC (Seller) to acquire assets related to the Lara System technology platform and Ellexa Explorer Software. The initial purchase price is $900,000, consisting of $150,000 in cash and $750,000 worth of Radnostix's common stock, valued based on a 20-day volume-weighted average price (VWAP) at vesting. Additional potential payments include $500,000 in stock for regulatory milestones and $250,000 in stock for sales milestones, both contingent on specific events within seven years. The agreement also includes cash earnout payments based on future sales of the Lara System and Ellexa Explorer products, subject to a maximum aggregate purchase price of $40,000,000. The transaction includes the transfer of intellectual property, equipment, inventory, product documentation, and regulatory approvals related to the acquired assets. Radnostix is not assuming any of Lucerno Dynamics' existing liabilities, except for those expressly stated in the agreement. Lucerno Dynamics has agreed to a non-competition clause for eight years post-closing or until the expiration of the last-to-expire patent, whichever is longer. The agreement was effective as of June 25, 2026.