Current Report Filing (8-k)
November 07 2017 - 3:23PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): November 2, 2017
ETHEMA
HEALTH CORPORATION
(Exact
name of registrant as specified in its charter)
Colorado
|
000-15078
|
84-1227328
|
(State
or other jurisdiction of
incorporation
or organization)
|
(Commission
File Number)
|
(IRS
Employer
Identification
No.)
|
810
Andrews Avenue
Delray
Beach, Florida 33483
|
(Address
of principal executive offices)
|
(561)
450 7679
|
(Registrant’s
telephone number, including area code)
|
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
[
]
|
|
Written
communications pursuant to Rule 425 under the Securities Act
|
[
]
|
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act
|
[
]
|
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[
]
|
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
Item
1.01
Entry into a Material Definitive Agreement.
On
November 2, 2017, Ethema Health Corporation, a Colorado corporation (f/k/a/ GreeneStone Healthcare Corporation, the “
Company
”),
entered into an Agreement of Purchase and Sale (the “Agreement”) to purchase from AREP 5400 East Avenue LLC, a Delaware
limited liability company (“Seller”) certain buildings in West Palm Beach, Florida, totaling approximately 80,000
square feet, on which the present tenant operates a substance abuse treatment center (the “Property”). The purchase
price of the Property is $20,080,000, and the Company is obligated under the Agreement to make a series of nonrefundable down
payments totaling $2,210,000. The closing of the transaction, which is subject to standard due diligence, conditions to closing
and deliverables, is scheduled to occur on February 28, 2018, or such earlier date as is agreed upon by the parties.
The
foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the Agreement,
a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Item
1.02
Termination of a Material Definitive Agreement.
In
connection with the execution of the Agreement, the Company terminated further negotiations to acquire the business currently
being operated on the Property, as set forth in that certain nonbinding Letter of Intent, dated September 29, 2017, by and among
the Company, Joseph Petri and Peter Walstrom.
Item 9.01
Financial Statements and Exhibits
(d) Exhibits.
The following exhibits are furnished with this report:
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
Date:
November 6, 2017
By:
/s/ Shawn E. Leon
Name:
Shawn E. Leon
Title:
Chief Executive Officer
Ethema Health (PK) (USOTC:GRST)
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