Selectis Health, Inc. Announces Entry into Material Definitive Asset Sale Agreement

Key Highlights

• Selectis Health, Inc. (“the Company”) has entered into a Purchase and Sale Agreement (PSA) to divest certain real estate assets.
• The transaction includes related Operations Transfer Agreements, which collectively represent a significant potential change in the Company’s asset portfolio and operational focus.
• The consummation of the transaction is contingent upon various customary closing conditions, including satisfactory due diligence and regulatory approvals. There is no assurance that the transaction will be completed.

Details of the Transaction

On March 5, 2026, Selectis Health, Inc. executed a material definitive agreement for the sale of real estate assets used in healthcare operations. The transaction is structured to transfer both property ownership and associated operational responsibilities.

• The Purchase and Sale Agreement (PSA) details the transfer of ownership for the specified real estate assets, while the Operations Transfer Agreement addresses the handover of operational control to the purchaser.
• The agreement specifically excludes from the sale certain items, including all cash and cash equivalents, corporate documents, tax records, attorney-client privileges, prepaid expenses and rights to offsets, and any claims or rights related to periods prior to closing.
• Any assets owned or leased by residents, employees, or third-party service providers are also excluded from the transaction.

Due Diligence and Closing Conditions

• The buyer will be provided with comprehensive access to diligence materials, including plans, permits, audits, surveys, and financial reports.
• The buyer is granted the right to conduct property inspections and environmental assessments, with obligations to maintain confidentiality and indemnify the seller for damages arising during inspections, except in cases of pre-existing conditions or seller misconduct.
• Closing is subject to fulfillment of multiple conditions, including regulatory consents, satisfactory completion of due diligence, and the continued accuracy of seller representations and warranties.
• Both parties are required to file all necessary tax returns and secure all required governmental approvals prior to closing.

Financial and Disclosure Implications

• The seller, Selectis Health, Inc., represents that it has provided the buyer with true and correct financial statements for 2022, 2023, 2025, and all monthly statements through February 2026, prepared in accordance with U.S. GAAP.
• The seller affirms that there have been no undisclosed material adverse changes to the financial condition or operations of the facility, beyond those stated in the most recent financial statements.
• Any new or updated disclosures affecting seller representations must be provided to the buyer prior to closing. Material adverse events must be communicated in writing.
• The transaction includes an allocation statement for the purchase price, to be mutually agreed by the parties before closing.
• The agreement contains standard non-recourse provisions, limiting liability to the named parties and excluding directors, officers, employees, and affiliates from personal liability.

Potential Shareholder Impact

• This transaction is potentially price sensitive and could significantly affect Selectis Health, Inc.’s share value.
• If completed, the sale would materially alter the Company’s asset base, cash position, and future business model, potentially impacting future revenues, earnings, and risk profile.
• Shareholders should note that the transaction is not yet consummated and remains subject to several closing conditions and regulatory approvals.
• There is explicit disclosure that there is no assurance the transaction will close as planned.
• All confidential and proprietary information exchanged during due diligence is subject to strict confidentiality provisions, and material facts affecting the transaction must be disclosed to the buyer.

Conclusion

The execution of this Purchase and Sale Agreement, along with the related Operations Transfer Agreement, marks a potentially transformative step for Selectis Health, Inc. While the transaction has not yet closed, its successful completion would represent a major change in the Company’s operations and financial profile. Investors should closely monitor further announcements regarding regulatory approvals, fulfillment of closing conditions, and any updates or changes to the transaction terms.

Disclaimer: This article is for informational purposes only and does not constitute investment advice. The information is based on public filings and may be subject to change. Investors are urged to review the full SEC filings and consult with their advisors before making investment decisions.

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