• Transaction expected to close during mid-September, subject to the satisfaction or waiver of remaining closing conditions
  • Combined company expects to continue trading on the NYSE American under the ticker symbol HOST following closing, subject to exchange approval

HOLLYWOOD, FL. and NEW YORK, Aug. 27, 2026 (GLOBE NEWSWIRE) -- Healthy Choice Wellness Corp. (NYSE American: HCWC) (“HCWC”) today announced that its stockholders approved the proposals required to complete HCWC’s previously announced merger with Host Digital Infrastructure LLC (“Host Digital”), a pure-play, vertically integrated digital infrastructure platform focused on artificial intelligence (“AI”) and high-performance computing (“HPC”) data centers.

The stockholder approvals satisfy a key condition to closing. Subject to the satisfaction or waiver of the remaining closing conditions, the companies currently expect to complete the merger during mid-September.

At closing, Host Digital will become a wholly owned subsidiary of HCWC, and former Host Digital members are expected to own approximately 96% of HCWC’s outstanding Class A common stock. The combined company expects to continue trading on the NYSE American under the ticker symbol HOST, subject to approval by the NYSE American.

HCWC will announce the final voting results on a Form 8-K to be filed with the U.S. Securities and Exchange Commission (“SEC”).

TRANSACTION HIGHLIGHTS

  • Stockholder approval: HCWC stockholders approved the proposals required to complete the merger, satisfying a key closing condition.
  • Expected closing: The companies currently expect to complete the merger during mid-September, subject to the satisfaction or waiver of remaining closing conditions.
  • Expected NYSE American transition: Following closing, the combined company expects to continue trading on the NYSE American under the ticker symbol HOST, subject to exchange approval.
  • Post-closing ownership: Former Host Digital members are expected to own approximately 96% of HCWC’s outstanding Class A common stock following the merger.
  • Experienced leadership: Harmol Samra is expected to serve as Chief Executive Officer and Shawn Matthews is expected to serve as Chairman of the combined company following closing.

Following closing, Host Digital’s leadership team will bring significant digital infrastructure, power and capital-markets experience to the combined company. Samra previously held roles at ICONIQ Capital and Starwood Capital and helped build and oversee IPI Partners, which had a portfolio of 82 data centers comprising more than 2.2 gigawatts of leased capacity globally at the time of its sale to Blue Owl in 2024. Matthews served as Chief Executive Officer of Cantor Fitzgerald & Co. from 2009 to 2018 and has more than three decades of experience across financial markets, energy and infrastructure.

As previously disclosed, HCWC’s retail operations will continue to operate as a division of the combined company and the parties do not currently intend to wind down, sell, or otherwise divest the grocery business as a condition to closing.

ABOUT HOST DIGITAL
Host Digital Infrastructure LLC is a pure-play, vertically integrated digital infrastructure platform serving as a developer, owner and operator of institutional-quality data centers in the United States, with a focus on supporting AI and HPC workloads.

Host Digital’s strategy prioritizes existing or near-term power, right-sized development opportunities and long-term contracts with strong or credit-enhanced counterparties. Host Digital aims to own and control the real estate, power and data center infrastructure while providing turnkey facilities that allow tenants to select and deploy their own compute infrastructure and model layers.

For more information, visit www.hostdigital.ai .

ABOUT HEALTHY CHOICE WELLNESS CORP .
Healthy Choice Wellness Corp. (NYSE American: HCWC) is a holding company focused on providing consumers with healthier daily choices with respect to nutrition and other lifestyle alternatives. Through its wholly owned subsidiaries, HCWC operates Ada’s Natural Market, Paradise Health & Nutrition, Mother Earth’s Storehouse, Greens Natural Foods, Ellwood Thompson’s and GreenAcres Market, a portfolio of 19 natural and organic grocery locations across six states.

For more information, visit www.hcwc.com .

NO OFFER OR SOLICITATION
This press release is not intended to be, and shall not constitute, an offer to buy or sell or the solicitation of an offer to buy or sell any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under applicable securities laws. No offering of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended.

FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the anticipated timing, completion and benefits of the merger; the satisfaction or waiver of remaining closing conditions; the combined company’s expected name, leadership, ownership, listing and trading symbol; Host Digital’s development strategy; the combined company’s future operations; and Host Digital’s ability to execute and scale its business model.

Statements that are not historical facts are based on current estimates, assumptions and projections and are not guarantees of future performance. Words such as “anticipates,” “believes,” “expects,” “intends,” “may,” “plans,” “will,” “would,” “could” and similar expressions identify forward-looking statements, although not all forward-looking statements contain these words.

Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially, including the risk that the merger is not completed or is delayed; that remaining closing conditions or listing requirements are not satisfied; that the parties fail to realize the anticipated benefits of the merger; that Host Digital is unable to obtain required financing or execute its development strategy; and other factors described in the definitive proxy statement and HCWC’s filings with the SEC.

MEDIA CONTACT
Jessica Starman
[email protected]
888-461-2233