HeartSciences (HSCS) Proxy filing summary

Executive summary

• Definitive all-stock merger agreement with Fortitude; definitive proxy and proxy card mailed for the special meeting.

• Filing includes communications tied to the proposed transaction, including social media posts by a DCG executive.

• Fortitude ordinarily sells or monetizes mined digital assets, including ZEC; Fortitude, affiliates and DCG may also sell, pledge or monetize holdings to fund expenses, investments, hedges or realize gains.

• DCG executive posts promoted ZEC's investment potential and privacy rationale.

Voting matters and shareholder proposals

• Shareholder approval is a condition to closing; shareholders were urged to review the definitive proxy and any related amendments or supplements before voting.

• HeartSciences and Fortitude directors and executive officers, plus certain DCG executive officers, may participate in the proxy solicitation; interests are described in the definitive proxy and related filings.

Risk oversight and compliance

• Closing may be delayed or fail, including if shareholder approval or other closing conditions are not met; integration and management of a newly public company also pose risks.

• Disclosed risks include market and macroeconomic conditions, Zcash and cryptocurrency price volatility, and legal, commercial, regulatory and technical uncertainty around digital assets.

• Forward-looking statements reflect current expectations and assumptions, may differ materially from actual results, and are not subject to an update obligation except as required by law.