Mobile-health Network Solutions Signs MOU to Secure Two Malaysian AI Data Center Projects; Facilities Intended to Power Expansion of Company's AI Digital Health Platform

Rhea-AI Summary

Mobile-health Network Solutions (NASDAQ: MNDR) signed a legally binding MOU to acquire project companies developing two high-density AI-optimized data centers in Sarawak, Malaysia: a 25MW facility targeted for completion by Q3 2027 (possible early activation before Q4 2026) and a 150MW facility targeted for completion by YE 2028. MNDR would compensate PPG with up to US$120 million potentially via up to 3,000,000 Class A shares at US$40/share. MNDR would retain majority voting control post-transaction while PPG founders would join board-level integration. The MOU remains subject to due diligence, independent valuation, and regulatory approvals, with a first definitive SPA expected within 90 days.

Positive

• Two AI data centers: 25MW and 150MW
• Planned 25MW completion target: Q3 2027 (possible early activation before Q4 2026)
• MNDR to retain majority voting control post-transaction
• Potential strategic support for MNDR's TaaS and APaaS global launch

Negative

• Compensation up to US$120M via issuance up to 3,000,000 shares
• Agreed price of US$40/share exceeds market close price of US$3.04
• Transaction conditional on due diligence, independent valuation, and regulatory approvals

Insights

Strategic Transactions Analyst

MNDR signs an MOU to acquire two Malaysian AI data centers, proposing up to $120,000,000 in share consideration and multi‑year build timelines.

The proposed deal ties MNDR to two high‑density AI facilities: a 25MW site targeted for completion by Q3 2027 with possible early activation before Q4 2026, and a 150MW site targeted by year‑end 2028. Consideration may reach $120,000,000 via up to 3,000,000 Class A shares at an agreed valuation of $40 per share. The MOU explicitly makes PPG responsible for local permits, land rights, and construction, while MNDR would retain majority voting control and integrate PPG founders at board level.

Key dependencies and risks include completion of due diligence, an independent valuation, regulatory approvals, and execution of the first SPA within 90 days. The proposed share valuation creates substantial dilution risk relative to the mentioned market price, and the multi‑year build schedule means material capacity and cost benefits would realize only over the medium term. Watch for the executed SPA within 90 days, any independent valuation outcomes, regulatory clearances, and construction milestones toward Q3 2027 and year‑end 2028.

Singapore, Singapore--(Newsfile Corp. - November 21, 2025) - Mobile-health Network Solutions (NASDAQ: MNDR) ("MNDR" or the "Company"), a leading AI HealthTech platform, today announced the signing of a legally binding Memorandum of Understanding (MOU) with PPG PP GRID SDN. BHD. ("PPG") for the acquisition of PPG project companies that own and are developing two high-density AI-optimized data centers in Sarawak, Malaysia.

The data centers include a 25MW facility targeted for completion by Q3 2027 — with potential early activation before Q4 2026 — and a 150MW facility targeted for completion by year-end 2028. These facilities, once completed, are expected to power and facilitate the expansion of MNDR's AI-powered health and technology ecosystem.

According to the MOU, in consideration for these assets, MNDR is expected to issue compensation to PPG valued at up to US$120 million.

This compensation may be satisfied through the staged issuance of a maximum of three million (3,000,000) of the Company's Class A ordinary shares, for an agreed valuation per share of US$40, more than 13 times their market value of US$3.04 as of the close of trading yesterday.

"This acquisition, we believe, will provide the linchpin for our global expansion and scaling of our proprietary AI-powered health and technology ecosystem," said MNDR Co-CEO Dr. Siaw Tung Yeng. "By securing these data centers and the low-cost green energy they will provide, we can significantly reduce the long-term costs of operating our ecosystem's high-density workloads, thereby ensuring maximum scalability for this unique platform."

"In addition, these data centers and the excess AI computing power they offer will facilitate the global launch of two other new services: our Token as a Service (TaaS) and AI-Powered Healthcare Platform as a Service (APaaS). These services can help position us as a catalyst in supporting the growing digital transformations currently in progress across Southeast Asia and Africa."

Also, as per the MOU, PPG would be responsible for securing all licenses, permits, approvals, and land rights necessary to construct and operate the data centers and related infrastructure. MNDR would retain majority voting control post-transaction, with PPG's founders participating in board-level integration to ensure continuity and local execution.

The MOU is subject to customary conditions precedent, including due diligence, independent valuation, and regulatory approvals. Its first definitive share purchase agreement (SPA), however, is expected to be executed within 90 days, said Dr. Siaw.

About Mobile-health Network Solutions

Mobile-health Network Solutions is a leading AI-powered digital health platform headquartered in Singapore, with operations across Southeast Asia and expanding into the US. The company provides telemedicine, AI-driven health tools, and virtual clinic infrastructure to empower patients and doctors worldwide. Its mission is to make healthcare accessible, intelligent, and human-through technology. For more information, please visit https://investors.manadr.com/.

Forward-Looking Statements

Certain statements contained in this press release about future expectations, plans and prospects, as well as any other statements regarding matters that are not historical facts, may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements relating to the expected trading commencement and closing dates. The words "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "plan," "potential," "predict," "project," "should," "target," "will," "would" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the actual results to differ materially from the Company's expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the following: the Company's ability to execute our strategies, manage growth and maintain our corporate culture; the Company's future business development, financial conditions and results of operations; expectations regarding demand for and market acceptance of our products and services; changes in technology; economic conditions; the growth of the telehealth solutions industry in Singapore and the other international markets the Company plans to serve; reputation and brand; the impact of competition and pricing; government regulations; fluctuations in general economic and business conditions in Singapore and the international markets the Company plans to serve and assumptions underlying or related to any of the foregoing and other risks contained in reports filed by the Company with the SEC. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Any forward-looking statements contained in this press release speak only as of the date hereof, and Mobile-health Network Solutions specifically disclaims any obligation to update any forward-looking statement, whether because of new information, future events or otherwise, except as required by law.

For media inquiries, please contact:

Mobile-health Network Solutions Investor Relations Contact:

2 Venture Drive, #07-06/07 Vision Exchange
Singapore 608526
(+65) 6222 5223
Email: investors@manadr.com

Investor Relations Inquiries:

Skyline Corporate Communications Group, LLC
Scott Powell, President
1177 Avenue of the Americas, 5^th Floor
New York, New York 10036
Office: (646) 893-5835
Email: info@skylineccg.com

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/275444

FAQ

What did MNDR announce on November 21, 2025 about data center acquisitions?

MNDR signed a binding MOU to acquire project companies building two AI data centers in Sarawak: a 25MW site (targeted Q3 2027) and a 150MW site (targeted YE 2028).

How will MNDR pay for the Sarawak data center projects (NASDAQ: MNDR)?

Consideration may be up to US$120 million, potentially satisfied by staged issuance of up to 3,000,000 Class A shares at US$40 per share.

What is the timeline for MNDR's first definitive SPA after the MOU?

The company expects the first definitive share purchase agreement to be executed within 90 days of the MOU.

Will MNDR keep control after the acquisition of the Malaysian projects (MNDR)?

Yes, MNDR would retain majority voting control post-transaction while PPG founders would participate in board-level integration.

What conditions could prevent the MNDR-PPG deal from closing?

The MOU is subject to customary conditions including due diligence, an independent valuation, and regulatory approvals.

How might the Sarawak data centers affect MNDR's AI health platform?

The company says the high-density facilities and low-cost green energy are intended to reduce long-term operating costs and support scaling of its AI-powered health and technology ecosystem.