Ethema Health Corp (GRST)

[MrAnderson010]

I've tried explaining this to her. She is unable or unwilling to see the truth. She has rose-colored glasses for Shawn Leon in which she can see no wrong. You have RonRon apologizing to Shawn Leon for ever doubting him after they show a quarterly loss of about a million dollars and they still aren't up to date to get trading again. It's all so bizarre.

🐞***GRST - Ethema Health Corporation (parent of ARIA Kentucky) entered into an Asset Purchase Agreement in October 2024 to acquire the business operations of Edgewater Recovery Center (ERC) in Kentucky.

☯️***From Barchart.....
https://www.nasdaq.com/press-release/ethema-updates-shareholders-public-filings-and-interim-results-2025-07-15

☯️***GRST*** The agreement excluded certain real property assets. Those real property assets were to be acquired via a separate entity: BH Property Fund, LLC, a fund controlled by Shawn Leon, and then leased to ARIA Kentucky

☯️***Because the leases were signed "arm’s length," but with Leon on both sides (landlord entity and ARIA tenant), there is some blending of interests. It can raise issues of conflict, self-dealing, or fiduciary duty scrutiny.

☯️*** “Certain of the Real Property associated with the operations of ECI are fully levered and requires credit and personal guarantees which the Company is unable to provide. This Real Property is to be acquired in a separate transaction by a fund, BH Properties Fund, LLC … controlled by the CEO of the Company, Shawn Leon … and will be leased to ARIA Kentucky …”

☯️***However, the 8-K does not explicitly say (in the sections I found) that Shawn Leon personally guaranteed a specific dollar amount (e.g. $3,000,000) in the body text of the 8-K.

☯️***The total yearly rent due to Mr. Shawn Leon from Ethema is $1,608,000…the total of the entire leases plus escalations due to Mr. Shawn Leon from Ethema is =$7,888,970…

☯️***GRST - The "2.6 million seller-financed note" refers to a financial arrangement in which Ethema Health Corporation (OTCPINK: GRST) agreed to purchase the business operations and assets of Edgewater Recovery Center, LLC (ERC) through a seller-financed deal. In such arrangements, the seller provides financing to the buyer, allowing the buyer to pay for the assets over time, rather than requiring full payment upfront.

Specifically, Ethema Health Corporation, through its subsidiary ARIA Kentucky, LLC, entered into an Asset Purchase Agreement (APA) to acquire ERC's business operations and assets, excluding real property. The total purchase price for the assets was $250,000, which included cash, accounts receivable, vehicles, furniture, and equipment valued at approximately $3,000,000. Additionally, Ethema assumed liabilities, including bank debt, federal government debt, and trade payables, amounting to approximately $6,000,000. The deal was finalized on January 9, 2025. ***

☯️***GRST - The $2.6M note is part of the purchase payment for the $3M assets.".....

☯️***The $6M in debt is an added burden/cost — even though it's not paid to the seller, it's something Ethema now has to deal with..”

☯️ So while the purchase price isn’t literally $9 million, Ethema is effectively taking on a $9 million burden (value of what they get + what they owe).

Aperçu généré par IA

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