\nFortitude Mining Holdings, Inc. (“Fortitude”), a vertically-integrated digital asset mining platform anchored in Zcash, and HeartSciences Inc. (Nasdaq: HSCS) (\u201cHeartSciences\u201d), an AI-powered medical technology company, today announced that they have entered into a definitive merger agreement to combine in an all-stock transaction (the \u201cProposed Transaction\u201d) which is expected to close in H2 2026. Upon closing, the combined company will operate under the Fortitude brand and under the leadership of Fortitude\u2019s management team\u2014led by Fortitude CEO Andrea Childs\u2014and is expected to trade on the Nasdaq Capital Market under the ticker symbol \u201cTUDE\u201d, subject to Nasdaq approval. Current HeartSciences CEO Andrew Simpson is expected to continue to lead the healthcare business unit after closing. Additional transaction materials are available on Fortitude\u2019s website<\/a>.<\/p>\n
\nFortitude is a leading Zcash mining platform that is currently wholly-owned by Digital Currency Group (\u201cDCG”), and which applies a venture mining approach across high-growth digital assets with a primary focus on Zcash, a privacy-preserving, Proof-of-Work asset. Launched in 2016 from Bitcoin’s codebase, Zcash shares Bitcoin\u2019s defining attributes, including a fixed 21 million coin supply, while adding robust privacy technology. Zcash\u2019s shielded transaction pool is designed to enable private transactions, addressing growing demand for financial privacy as economic activity continues to move on-chain. Zcash has delivered a trailing twelve-month return of approximately 1,000%+ as of June 15, 20261<\/sup>.<\/p>\n \nFortitude began mining ZEC, the native token of the Zcash network, in 2019 and has scaled its annualized production to 157,000 ZEC (approximately 366 ZEC per day) as of May 31st, 2026. Drawing on a multi-year track record in Proof-of-Work mining, Fortitude\u2019s platform integrates institutional grade operations, power infrastructure, and strategic capital deployment across three areas:<\/p>\n \n\u201cFortitude\u2019s business model is designed to allow us to move quickly when we see promising opportunities. We own and operate a diversified power portfolio with competitive long-term contracts, control our infrastructure buildout, and deploy capital selectively,” said Andrea Childs, CEO of Fortitude. \u201cAs a public company, we anticipate having the flexibility and access to capital to accelerate our core venture mining platform and continue pursuing high-return opportunities in the Proof-of-Work ecosystem, including our long-standing position in Zcash. I would like to thank the entire HeartSciences team for their continued collaboration as we work towards our combined future.\u201d<\/p>\n \n\u201cWe believe Zcash represents one of the most compelling opportunities in digital assets,\u201d said Barry Silbert, Founder and CEO of DCG. \u201cIt combines Bitcoin\u2019s scarcity and Proof-of-Work discipline with privacy and security properties that we expect will matter more as financial systems become increasingly digital. Zcash is a clear example of Fortitude\u2019s venture mining model in action: early conviction in an important protocol, paired with the infrastructure required to support and scale it.\u201d<\/p>\n \n\u201cDuring 2025, we were introduced to a number of potential transactions, and Fortitude stood out as the right one for our shareholders. This combination gives our shareholders continued ownership in a business operating at scale, while allowing us to keep advancing MyoVista Insights and our AI-enabled ECG technology with greater focus, free of the constant cycle of raising capital. We believe it represents a strong path forward for our shareholders and the company overall,\u201d said Andrew Simpson, CEO of HeartSciences.<\/p>\n Proposed Transaction Highlights:<\/b><\/p>\n Advisors<\/b><\/p>\n \nCanaccord Genuity LLC and Ducera Partners are acting as financial advisors to Fortitude. Ropes & Gray LLP is serving as legal counsel to Fortitude. Foley Shechter Ablovatskiy LLP is serving as legal counsel to HeartSciences. Houlihan Capital, LLC acted as special financial advisor to HeartSciences.<\/p>\n Investor Conference Call<\/b><\/p>\n \nFortitude will host an investor conference call today, June 23rd<\/sup>, 2026, at 9 A.M. EST to discuss the transaction. A live webcast, a replay of the conference call and accompanying transaction details and deliverables will be available at this link<\/a>.<\/p>\n \nWebcast and Conference Call Details About Fortitude<\/b><\/p>\n \nFortitude, currently wholly-owned by DCG, is an institutional-scale, vertically integrated venture mining platform operating across the Proof-of-Work ecosystem and anchored in Zcash. Fortitude pairs self-mining operations with an owned data center footprint, a diversified power portfolio backed by competitive long-term contracts, and disciplined capital allocation to identify and scale high-conviction opportunities in emerging Proof-of-Work ecosystems, beginning with its leadership position in the Zcash network. Fortitude is led by an experienced team of operators, capital markets professionals, and digital asset specialists with a track record of identifying and scaling high-conviction opportunities and building privacy-preserving digital asset infrastructure.<\/p>\n \nFor more information, visit www.fortitudemining.com<\/a> and follow Fortitude on X at @FortitudeCrypto<\/a><\/p>\n About HeartSciences<\/b><\/p>\n \nHeartSciences is a healthcare information technology company advancing the use of ECG\/EKGs through the integration of artificial intelligence. HeartSciences\u2019 MyoVista Insights\u2122 Platform is a device-agnostic, next-generation ECG management system designed to improve clinical efficiency and decision-making. Its MyoVista wavECG device is designed to deliver conventional ECG functionality while supporting on-device AI-enabled solutions.<\/p>\n \nFor more information, please visit: www.heartsciences.com<\/a>. X: @HeartSciences<\/a><\/p>\n Cautionary Note Regarding Forward-Looking Information<\/b><\/p>\n \nThis press release contains forward-looking statements concerning HeartSciences, Fortitude and the Proposed Transaction and other matters. These forward-looking statements generally can be identified by the use of words such as \u201caim,\u201d \u201canticipate,\u201d \u201cexpect,\u201d \u201cplan,\u201d \u201ccould,\u201d \u201cmay,\u201d \u201cwill,\u201d \u201cbelieve,\u201d \u201cestimate,\u201d \u201cforecast,\u201d \u201cgoal,\u201d \u201cproject,\u201d \u201cpotential,\u201d \u201ctarget,\u201d \u201cobjective,\u201d “intend,” and other words of similar meaning, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements include, but are not limited to, express or implied statements relating to HeartSciences\u2019 and Fortitude\u2019s management teams\u2019 expectations, hopes, beliefs, intentions or strategies regarding the future including, without limitation, statements regarding: the Proposed Transaction and its expected e\ufb00ects, perceived benefits or opportunities, and related timing with respect thereto; the combined company operating under the Fortitude brand and trading on Nasdaq under the ticker symbol \u201cTUDE\u201d; and the expected ownership percentages in the combined company of certain stockholders following the closing of the Proposed Transaction. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements.<\/p>\n \nThese forward-looking statements are based on management\u2019s current expectations and assumptions as of the date of this press release and are subject to a number of known and unknown risks, uncertainties, and other factors that could cause actual results to di\ufb00er materially from those expressed or implied by such statements, including, without limitation, the following: the risk that the Proposed Transaction may not be completed on the anticipated timeline or at all; the failure to satisfy the conditions to the closing of the Proposed Transaction, including obtaining the requisite approval of the HeartSciences\u2019 shareholders; market, macroeconomic, or other conditions that could adversely a\ufb00ect either HeartSciences or Fortitude, or the combined company; risks related to the integration of the two companies and the management of a newly public company; risks relating to Fortitude\u2019s operations and business, including the highly volatile nature of the price of Zcash and other cryptocurrencies; and risks relating to significant legal, commercial, regulatory and technical uncertainty regarding digital assets generally. Additional factors that may cause actual results to di\ufb00er materially from those expressed or implied by the forward-looking statements in this press release are discussed in HeartSciences\u2019 filings with the SEC, including its most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and other reports filed with the SEC from time to time, and will be discussed in the proxy statement to be filed by HeartSciences with the SEC in connection with the Proposed Transaction. Readers are cautioned not to place undue reliance on these forward-looking statements. Each of HeartSciences and Fortitude expressly disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable law. All forward-looking statements are made as of the date of this press release.<\/p>\n Additional Information About the Proposed Transaction and Where to Find It<\/b><\/p>\n \nThis press release may be deemed solicitation material in respect of the Proposed Transaction. In connection with the Proposed Transaction, HeartSciences intends to file relevant materials with the SEC, including a preliminary proxy statement on Schedule 14A. Following the filing of a definitive proxy statement with the SEC, the Company will mail the definitive proxy statement and a proxy card to each shareholder entitled to vote at the special meeting relating to the Proposed Transaction. INVESTORS AND SHAREHOLDERS OF HEARTSCIENCES ARE URGED TO READ THESE MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS IN CONNECTION WITH THE PROPOSED TRANSACTION THAT HEARTSCIENCES WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT HEARTSCIENCES AND THE PROPOSED TRANSACTION. THIS PRESS RELEASE DOES NOT CONTAIN ALL THE INFORMATION THAT SHOULD BE CONSIDERED CONCERNING THE PROPOSED TRANSACTION AND RELATED MATTERS AND IS NOT INTENDED TO PROVIDE THE BASIS FOR ANY INVESTMENT DECISION OR ANY OTHER DECISION IN RESPECT OF SUCH MATTERS. The preliminary proxy statement, the definitive proxy statement and other relevant materials in connection with the Proposed Transaction (when they become available), and any other documents filed by HeartSciences with the SEC, may be obtained free of charge at the SEC\u2019s website at www.sec.gov<\/a>. In addition, investors and shareholders may obtain free copies of the documents filed with the SEC or by sending a request to the HeartSciences Investor Relations Department at investorrelations@heartsciences.com<\/a>.<\/p>\n Participants in the Solicitation<\/b><\/p>\n \nHeartSciences and Fortitude, their respective directors and executive officers, and certain executive officers of DCG may be deemed to be participants in the solicitation of proxies from HeartSciences\u2019 shareholders with respect to the Proposed Transaction. Information about HeartSciences\u2019 directors and executive officers and their ownership of HeartSciences\u2019 common stock is set forth in HeartSciences\u2019 proxy statement for its 2026 Annual Meeting of Stockholders, which was filed with the SEC on March 17, 2026. Information regarding the identity of the potential participants, and their direct or indirect interests in the Proposed Transaction, by security holdings or otherwise, will be set forth in the proxy statement and other materials to be filed with the SEC in connection with the Proposed Transaction.<\/p>\n No Offer or Solicitation<\/b><\/p>\n \nThis press release and the information contained herein is not intended to and does not constitute, or form part of, an offer, invitation or the solicitation of an offer or invitation to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities, or the solicitation of any vote or approval in any jurisdiction, pursuant to the Proposed Transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. The Proposed Transaction will be implemented solely pursuant to the terms and conditions of the merger agreement, which contain the full terms and conditions of the Proposed Transaction.<\/p>\n 1<\/sup> Source: Investing.com (ZEC\/USD), as of June 15, 2026. Trailing-twelve-month return reflects the change in the ZEC\/USD spot price over the twelve months ended June 15, 2026. Cryptocurrency prices are highly volatile; past performance is not indicative of future results.<\/p>\n View source version on businesswire.com: <\/span>https:\/\/www.businesswire.com\/news\/home\/20260622504462\/en\/<\/a><\/span><\/p>\n Investor Relations and Media Contact:<\/b><\/p>\n \nFortitude \nHeartSciences KEYWORDS:<\/b> United States North America New York<\/p>\n INDUSTRY KEYWORDS:<\/b> Technology Finance Other Technology Professional Services Digital Cash Management\/Digital Assets Other Health Health Other Professional Services Artificial Intelligence<\/p>\n\n
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Date: June 23rd<\/sup>, 2026
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Time: 9:00 A.M. EST
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Registration link: LINK<\/a><\/p>\n<\/p>\n
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ICR
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Phone: 917-375-9457
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Email: IR@fortitudemining.com<\/a><\/p>\n
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Mark Komonoski, Integrous IR
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Phone: 877 255 8483
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Email: mkomonoski@integcom.us<\/a><\/p>\n
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