No R/S+5M Buyback+HCWC+Dividend+Institutional Investors -A buyback of up to $5,000,000 of HCMC common stock. -A spinoff of certain HCMC assets into a new publicly traded company (hereinafter referred to as “NewCo” until a name is announced). -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. -Equity capital raises from institutional investors to strengthen and fund both HCMC and NewCo moving forward. Rather than propose a R/S,HCMC has a 4-point plan Source: healthiercmc.com/news/082222-four-point-plan NewCo: Major US Exchange|Comprised of HCMC assets including: -14 brick and mortar Natural & Organic health food stores, -Online vitamin store -3 wellness centers -Approximately 3M of HCMC cash reserves -NewCo has commitments from institutional investors for 13.25M upon listing -Annual revenue is projected to be approximately 60M based on current stores -NewCo expects to be cash flow positive upon listing