HeartSciences to acquire Fortitude Mining; Fortitude holders to own ~95% of combined entity

HeartSciences Inc.

Merger with Fortitude Mining (Zcash mining, owned by Digital Currency Group) signed; closing expected H2 2026.
Post-merger, Fortitude equity holders to own ~95% of HeartSciences; current HSCS shareholders ~5%.
New CEO Andrea Childs, CFO Erik Ellingson; board reconstituted with Fortitude designees.
Fortitude contributes $2M cash or Zcash; new Class V voting stock (no economic rights) and Class A common issued.
Support agreements from >50% of Series C preferred holders; termination fees: $2.5M (HSCS) / $6M (Fortitude).

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