
NewCo will continue the path of growth in the health verticals started by HCMC and explore other growth opportunities that comport with HCMC’s healthier lifestyle mission. NewCo will receive the HCMC entities owning the HCMC retail stores, namely Ada’s Natural Market, Paradise Health and Nutrition, Mother Earth’s Storehouse, Healthy Choice Wellness Centers, as well as the online entity at. The spinoff will result in a new public company being formed with the intention of listing on the NYSE in the fourth quarter of 2022.

The buyback program does not obligate HCMC to acquire any particular amount of shares and may be suspended, expanded, or discontinued at any time. Depending on acquisition opportunities, market conditions and other factors, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, these repurchases may commence or cease from time to time without prior notice.

Repurchases will be made in accordance with applicable securities laws in the open market, in privately negotiated transactions or through other means. Under the program, management has discretion in determining the conditions under which shares may be repurchased from time to time, including block trades. The timing and amount of the buyback will be determined by, and at the sole discretion of HCMC’s board of directors. The new share repurchase program is designed to return value to shareholders by offsetting dilution from stock issuances and reducing share count over time. The balance of approximately $17.4M was raised from shareholders that were also institutional entities. That rights offering had a maximum raise amount of $100M, however, a total of $27.4M was raised, with approximately $10M coming from our then approximately 400,000 non-institutional shareholders. The buyback amount of up to $5,000,000 represents approximately 27% of HCMC’s current capital reserves, and approximately half of the amount invested by non-institutional shareholders during our rights offering of July 2021. I will now explain each component of our plan in more depth. Equity capital raises from institutional investors to strengthen and fund both HCMC and NewCo moving forward.A stock dividend to HCMC shareholders of the stock in NewCo, on a to be determined record date, of 100% of the initially issued shares in the new public company, subject to certain dividend conditions.A spinoff of certain HCMC assets into a new publicly traded company (hereinafter referred to as “NewCo” until a name is announced).A buyback of up to $5,000,000 of HCMC common stock.Therefore, at this time, rather than propose a shareholder vote to approve a sizable reverse split, which may or may not be successful (and even if successful may or may not result in added value to our shareholders), management and the board have decided upon a four-point plan that includes the following: is projecting roughly doubling our year-over-year revenue from 2021 to 2022.īut these tremendous results have had no upward effect on the HCMC common stock price, the market capitalization of the Company, or the daily trading volume of our common stock.Īccordingly, management believes that as a part of HCMC, the retail grocery and wellness divisions, even with further growth and profitability, may not bring additional value to HCMC shareholders by having their success reflected in the stock price.most recently reported a record setting 2 nd quarter top line revenue, and.creating a 46% increase in 1 st quarter revenue this year, year-over-year,.adding the Healthy Choice Wellness Center segment,.significantly expanding its grocery retail business,.Over the past year HCMC has been successful in: When addressing share structure, there are a limited number of ways to reduce the number of outstanding shares, with some of the most common being a reverse split or a buyback of shares by HCMC through a share repurchase program.

Our share ownership structure has made this a complex and difficult task. At this time I would like to once again thank you for your continued loyalty and support.Īs I have previously indicated, HCMC management and its board of directors have been working diligently on a comprehensive plan in an attempt to bring meaningful added value to its shareholders.
