HCWC Narrows Losses, Boosts Revenue Amidst Key Equity Infusion

TL;DR

**HCWC is still losing money, but the $10M equity commitment is a game-changer, making it a speculative buy for growth-oriented investors.**

AI Summary

HEALTHY CHOICE WELLNESS CORP. (HCWC) reported a net loss of $1,224,139 for the three months ended September 30, 2025, an improvement from a net loss of $2,658,507 in the same period of 2024. For the nine months ended September 30, 2025, the net loss was $2,275,908, significantly better than the $3,955,678 loss in the prior year. Revenue increased to $19,039,927 for the three months ended September 30, 2025, up from $18,229,463 in 2024, and for the nine months, sales reached $59,499,512, a substantial increase from $49,718,396 in 2024. Gross profit also rose to $7,391,629 for the quarter and $23,336,914 for the nine months. The company's cash and cash equivalents stood at $3,000,387 as of September 30, 2025, up from $2,056,472 at December 31, 2024. HCWC secured $3.25 million from a Series A preferred stock offering and has a binding commitment for an additional $10.0 million in equity financing, which management believes will address its going concern risk. Operating expenses increased to $8,001,051 for the quarter, up from $7,374,242 in 2024, primarily due to higher selling, general, and administrative costs.

Why It Matters

This filing is critical for investors as HCWC, a recently spun-off entity, is demonstrating improved financial performance with increased revenue and reduced net losses. The $10.0 million binding equity commitment is a significant liquidity lifeline, addressing previous going concern uncertainties and potentially stabilizing the company's financial footing. For employees and customers, this suggests greater stability and continued operations across its natural and organic grocery store brands like Ada's Natural Market and GreenAcres Market. In a competitive health and wellness market, securing this capital could enable HCWC to better compete with larger chains and expand its specialized offerings, impacting its long-term viability and market share.

Risk Assessment

Risk Level: medium — Despite improved net loss figures and increased revenue, HCWC still reported a net loss of $2.28 million for the nine months ended September 30, 2025, and has negative working capital of $0.3 million. While a $10.0 million binding equity commitment exists, the completion date has been extended multiple times, most recently to October 31, 2025, introducing uncertainty regarding the timely receipt of these crucial funds.

Analyst Insight

Investors should monitor the fulfillment of the $10.0 million equity commitment closely, as its timely receipt is crucial for HCWC's liquidity and continued operations. If the funds are secured, consider this a positive signal, but remain cautious due to the company's ongoing net losses and the competitive nature of the health and wellness market.

Financial Highlights

debt To Equity

N/A

revenue

$19,039,927

operating Margin

N/A

total Assets

N/A

total Debt

N/A

net Income

-$1,224,139

eps

N/A

gross Margin

38.8%

cash Position

$3,000,387

revenue Growth

+4.4%

Key Numbers

• $19.04M — Net Sales (Q3 2025) (Increased from $18.23M in Q3 2024, showing revenue growth.)
• $59.50M — Net Sales (9 Months 2025) (Increased from $49.72M in 9 Months 2024, indicating strong year-over-year growth.)
• $(1.22M) — Net Loss (Q3 2025) (Improved from $(2.66M) in Q3 2024, narrowing losses.)
• $(2.28M) — Net Loss (9 Months 2025) (Improved from $(3.96M) in 9 Months 2024, showing progress in profitability.)
• $3.00M — Cash and Cash Equivalents (As of September 30, 2025, up from $2.06M at December 31, 2024, improving liquidity.)
• $1.90M — Cash Provided by Operating Activities (For 9 months ended September 30, 2025, a significant turnaround from $(3.96M) used in 2024.)
• $10.0M — Binding Equity Commitment (Remaining funds expected to be received, crucial for future liquidity.)
• 15,065,750 — Class A Common Stock Shares Outstanding (As of October 17, 2025, reflecting an increase from 9,815,749 shares at Dec 31, 2024.)
• 33% — Purchases from Kehe Distributors (For Q3 2025, indicating a significant supplier concentration.)
• $(0.3M) — Negative Working Capital (As of September 30, 2025, highlighting ongoing short-term liquidity challenges.)

Key Players & Entities

• HEALTHY CHOICE WELLNESS CORP. (company) — Registrant and holding company
• Kehe Distributors, LLC (company) — Major supplier, accounting for 33% of purchases for Q3 2025
• Four Seasons Produce (company) — Major supplier, accounting for 19% of purchases for Q3 2025
• UNFI (company) — Major supplier, accounting for 10% of purchases for nine months ended Sep 30, 2025
• Healthier Choices Management Corp. (company) — Former parent company of HCWC
• NYSE American (regulator) — Exchange where HCWC stock commenced trading
• $10.0 million (dollar_amount) — Remaining binding equity commitment
• $3.25 million (dollar_amount) — Proceeds from Series A preferred stock offering as of Sep 30, 2025
• $7.5 million (dollar_amount) — Loan and security agreement with a private lender
• October 31, 2025 (date) — Amended completion date for equity investment

FAQ

Risk Factors

• Going Concern Uncertainty [high — financial]: The company has experienced significant net losses, reporting a net loss of $1,224,139 for Q3 2025 and $2,275,908 for the nine months ended September 30, 2025. While management believes a $10.0 million equity financing commitment will address this, the historical losses and negative working capital of $(0.3M) as of September 30, 2025, indicate ongoing financial fragility.
• Supplier Concentration Risk [medium — operational]: HCWC relies heavily on Kehe Distributors, which accounted for 33% of purchases in Q3 2025. A disruption in this relationship or Kehe's ability to supply could significantly impact HCWC's operations and revenue, given the substantial portion of business it represents.
• Negative Working Capital [medium — financial]: As of September 30, 2025, HCWC had negative working capital of $(0.3M). This indicates that current liabilities exceed current assets, potentially straining the company's ability to meet its short-term obligations and manage day-to-day operations effectively.
• Dilution from Equity Financing [medium — financial]: The company has issued 15,065,750 Class A Common Stock Shares Outstanding as of October 17, 2025, an increase from 9,815,749 at December 31, 2024, due to equity offerings. Future equity raises, while necessary for liquidity, will likely further dilute existing shareholders' ownership.

Industry Context

The wellness industry is characterized by increasing consumer demand for health-focused products. However, it is also competitive, with companies needing to manage supply chains effectively and differentiate their offerings. Trends include a focus on natural ingredients, personalized nutrition, and direct-to-consumer sales channels.

Regulatory Implications

As a company in the wellness sector, HCWC may be subject to regulations concerning product claims, labeling, and manufacturing practices. Compliance with food and drug administration (FDA) or similar bodies' guidelines is crucial to avoid penalties and maintain consumer trust.

What Investors Should Do

1. Monitor future equity financing
2. Analyze operating expense control
3. Evaluate supplier diversification

Key Dates

• 2025-09-30: End of Q3 2025 — Reported net loss of $1,224,139 on revenue of $19,039,927, with cash and cash equivalents at $3,000,387.
• 2025-10-17: Class A Common Stock Shares Outstanding — Reported 15,065,750 shares outstanding, reflecting recent equity issuances.

Glossary

Going Concern

An accounting assumption that a business will continue to operate for the foreseeable future. If there is substantial doubt about a company's ability to continue as a going concern, it must be disclosed. (HCWC's management believes new financing addresses going concern risks, but historical losses and negative working capital highlight this as a critical area.)

Working Capital

The difference between a company's current assets and current liabilities. Positive working capital indicates a company can meet its short-term obligations. (HCWC's negative working capital of $(0.3M) as of September 30, 2025, suggests potential short-term liquidity challenges.)

Series A Preferred Stock

A class of stock that has priority over common stock in terms of dividends and asset distribution in case of liquidation. Often issued in early-stage funding rounds. (HCWC secured $3.25 million from a Series A offering, indicating a recent funding event.)

Year-Over-Year Comparison

HCWC shows positive momentum compared to the prior year, with revenue increasing by 4.4% to $19.04M in Q3 2025 and by 19.7% to $59.50M for the nine months. Net losses have narrowed significantly, from $2.66M in Q3 2024 to $1.22M in Q3 2025, and from $3.96M to $2.28M for the nine-month periods. Cash position has improved to $3.00M from $2.06M at year-end 2024, bolstered by equity financing. However, operating expenses have risen, and the company still faces challenges with negative working capital.

Key Financial Figures

• $0.001 — tered Class A Common Stock, par value $0.001 per share HCWC NYSE American As o

Filing Documents

• form10-q.htm (10-Q) — 1128KB
• ex31-1.htm (EX-31.1) — 18KB
• ex31-2.htm (EX-31.2) — 18KB
• ex32-1.htm (EX-32.1) — 8KB
• ex32-2.htm (EX-32.2) — 8KB
• 0001493152-25-018531.txt ( ) — 6793KB
• hcwc-20250930.xsd (EX-101.SCH) — 52KB
• hcwc-20250930_cal.xml (EX-101.CAL) — 80KB
• hcwc-20250930_def.xml (EX-101.DEF) — 217KB
• hcwc-20250930_lab.xml (EX-101.LAB) — 416KB
• hcwc-20250930_pre.xml (EX-101.PRE) — 367KB
• form10-q_htm.xml (XML) — 976KB

FINANCIAL INFORMATION

PART I FINANCIAL INFORMATION 3

Financial Statements

ITEM 1. Financial Statements 3 Condensed Consolidated Balance Sheets as of September 30, 2025 (Unaudited) and December 31, 2024 3 Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2025 and 2024 (Unaudited) 4 Condensed Consolidated Statements of Changes in Stockholders' Equity for the Three and Nine Months Ended September 30, 2025 and 2024 (Unaudited) 5 Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2025 and 2024 (Unaudited) 6 Notes to Condensed Consolidated Financial Statements (Unaudited) 7

Management's Discussion and Analysis of Financial Condition and Results of Operations

ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 27

Quantitative and Qualitative Disclosures about Market Risk

ITEM 3. Quantitative and Qualitative Disclosures about Market Risk 32

Controls and Procedures

ITEM 4. Controls and Procedures 32

OTHER INFORMATION

PART II OTHER INFORMATION 34

Legal Proceedings

ITEM 1. Legal Proceedings 34

Risk Factors

ITEM 1A. Risk Factors 34

Unregistered Sales of Equity Securities and Use of Proceeds

ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds 34

Defaults Upon Senior Securities

ITEM 3. Defaults Upon Senior Securities 34

Mine Safety Disclosures

ITEM 4. Mine Safety Disclosures 34

Other Information

ITEM 5. Other Information 34

Exhibits

ITEM 6. Exhibits 34

Signatures

Signatures 35 Exhibit 31.1 Exhibit 31.2 Exhibit 32.1 Exhibit 32.2 2 PART I - FINANCIAL INFORMATION Item 1. Financial Statements HEALTHY CHOICE WELLNESS CORP. CONDENSED CONSOLIDATED BALANCE SHEETS September 30, 2025 December 31, 2024 (Unaudited) ASSETS CURRENT ASSETS Cash and cash equivalents $ 3,000,387 $ 2,056,472 Accounts receivable, net 463,329 509,763 Inventories 6,019,930 6,445,560 Prepaid expenses and vendor deposits 284,968 475,088 Due from related party 3,177,907 190,268 Other current assets 216,745 29,806 TOTAL CURRENT ASSETS 13,163,266 9,706,957 Property, plant, and equipment, net 1,815,557 1,976,469 Intangible assets, net 4,551,893 5,441,478 Goodwill 2,212,000 2,212,000 Right of use assets 11,447,506 14,232,240 Other assets 541,123 543,373 TOTAL ASSETS $ 33,731,345 $ 34,112,517 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable and accrued expenses $ 7,809,017 $ 6,131,534 Contract liabilities 39,089 80,456 Current portion of loan payable 1,930,699 2,131,336 Operating lease liability, current 3,675,818 3,596,987 TOTAL CURRENT LIABILITIES 13,454,623 11,940,313 Loan payable, net of current portion 6,534,578 9,207,772 Operating lease liability, net of current 7,828,397 10,584,431 TOTAL LIABILITIES 27,817,598 31,732,516 COMMITMENTS AND CONTINGENCIES (SEE NOTE 18) - - STOCKHOLDERS' EQUITY Class A Common Stock, $ 0.001 par value per share, 500,000,000 shares authorized; 15,065,750 and 9,815,749 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively. 15,066 9,816 Series A convertible preferred stock, $ 0.001 par value per share, 40,000,000 shares authorized, 3,250 shares and 0 share issued and outstanding as of September 30, 2025 and December 31, 2024, respectively. 3 - Additional paid-in capital 8,905,493 3,101,092 Accumulated deficit ( 3,006,815 ) ( 730,907 ) TOTAL

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