Host Digital Inc., formerly known as Healthy Choice Wellness Corp., announced the completion of a merger with Host Digital Infrastructure LLC on September 17, 2026. The transaction was executed pursuant to an Agreement and Plan of Merger dated May 27, 2026, involving Host Digital Inc. as the parent company and Host Digital Infrastructure LLC as the surviving entity.
In connection with the merger, Host Digital Inc. issued 25,085,454 shares of Class A common stock and pre-funded warrants to purchase an aggregate of 19,888,093 shares of common stock to the former holders of Host Digital Infrastructure LLC units. Immediately following the merger, the former members of Host Digital Infrastructure LLC owned approximately 96.4% of the issued and outstanding common stock of Host Digital Inc.
Effective September 18, 2026, the company’s Class A common stock began trading on the NYSE American under the ticker symbol “HOST.” The company also entered into registration rights agreements, obligating it to file a shelf registration statement covering the resale of shares within 30 days of the closing date.
Separately, the company dismissed its independent registered public accounting firm, UHY LLP, effective September 17, 2026. The firm’s report on the company’s financial statements for the fiscal year ended December 31, 2025, included an explanatory paragraph expressing substantial doubt about the company’s ability to continue as a going concern. The company subsequently engaged Carr, Riggs & Ingram, L.L.C. as its new independent auditor.
According to the company’s management discussion and analysis, Host Digital Infrastructure LLC is a development-stage entity with no material revenue from operations. The company is focused on developing a 45+ megawatt data center campus in Northeast Oklahoma, which includes a 15-year lease agreement with a major cloud infrastructure company for 43 MW of capacity. The lease is structured on a take-or-pay basis with an aggregate base-term contracted rent of approximately $1.25 billion, expected to commence in the first quarter of 2027.
As of January 31, 2026, the company had no cash and incurred a net loss of $518,705. As of July 31, 2026, the company reported a net loss of $3,703,223 and a working capital deficit of $27,465,029. The company has substantial doubt about its ability to continue as a going concern for at least one year after the date of the consolidated financial statements.
