Healthy Choice Wellness to exchange $2M of notes for common shares in debt-to-equity swap

HEALTHY CHOICE WELLNESS CORP.

Exchange $2,000,000 of principal for Class A common stock under Section 3(a)(9) of Securities Act.
Exchange price equals stock's closing bid price on trading day prior to closing.
Notes originated from July 2024 Loan and Security Agreement with the holders.
Shares issued subject to 9.99% beneficial ownership limitation per holder.
Closing expected on second trading day after October 24, 2025.

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