Selectis Health, Inc 8-K, filed Nov 19, 2020
Selectis Health, Inc. (GBCS)
About this 8-K
Selectis Health, Inc filed this 8-K on November 19, 2020.
Items reported
- Item 2.02: Financial results
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
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 19, 2020
GLOBAL HEALTHCARE REIT, INC.
(Exact Name of Registrant as Specified in its Charter)
| Utah | 0-15415 | 87-0340206 | ||
| (State
or other jurisdiction of incorporation) |
Commission File Number |
(I.R.S.
Employer Identification number) |
6800 N. 79th St., Ste. 200, Niwot, CO 80503
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (303) 449-2100
(Former name or former address, if changed since last report)
| [ ] | Written communications pursuant to Rule 425 under the Securities Act |
| [ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act |
| [ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act |
| [ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each Class | Trading Symbol | Name of each exchange on which registered | ||
| N/A | N/A | N/A |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company [X]
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
| ITEM 2.02 | RESULTS OF OPERATION AND FINANCIAL CONDITION |
| ITEM 7.01 | REGULATION FD DISCLOSURE |
On November 19, 2020, Global Healthcare REIT, Inc., a Utah corporation (the “Company”) issued a press release announcing results of operations and financial condition for its fiscal 2nd quarter ended June 30, 2020. A copy of the Press Release is filed herewith as Exhibit 99.1.
The information in this Current Report on Form 8-K furnished pursuant to Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liability under that section, and they shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. By filing this Current Report on Form 8-K and furnishing this information pursuant to Item 7.01, The Company makes no admission as to the materiality of any information in this Current Report on Form 8-K, including Exhibit 99.1, that is required to be disclosed solely by Regulation FD.
ITEM 9.01: EXHIBITS
| Item | Title | ||
| 99.1 | Press Release |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Global Healthcare REIT, Inc. (Registrant) | |
| Dated: November 19, 2020 | /s/ Lance Baller |
| Lance Baller, CEO |
Exhibit 99.1
Global Healthcare Announces 2nd Quarter 2020 Results
Niwot, Colorado., Nov. 19 , 2020 – Global Healthcare REIT, Inc. (OTC: GBCS) (“Global” or the “Company”) announced financial results for the second quarter ended June 30, 2020.
SECOND QUARTER 2020 HIGHLIGHTS
| ● | Record revenue for the second quarter of $5,130,465 (2019 $1,614,424) a growth rate of 217% year-over -year and up 33% from the previous quarter; | |
| ● | Net Income of $1,120,696 for the second quarter (2019 a loss of $170,124); | |
| ● | Earnings Per Share for the second quarter of $.04 per share basic and diluted; | |
| ● | Net increase in Cash of $2,276,638 to a cash balance of $3,269,151 including restricted cash for the second quarter; | |
| ● | Realized first full quarter of operations at our 86 bed Quapaw Higher Call Nursing Center acquisition that the Company paid $1.3 Million and acquisition costs of $13,267; | |
| ● | The Quapaw Higher Call Nursing facility is performing well ahead of projections; | |
| ● | Purchased $402,000 of 13% mezzanine debt notes owed by Goodwill Hunting, LLC. |
Lance Baller, Global’s President and CEO, said, “During the second quarter, we built upon our prior successful efforts to effectively navigate through the pandemic with operational improvements. It is an instance where being smaller and more agile allowed our staff to serve our residents in new and innovative ways. The Company continues to move to a hybrid model of operated and leased properties to minimize downside risk. Our operated facilities performed well in the quarter, well ahead of the national averages. As the Company moves forward with its recently enhanced business model, the results have been effective. We look forward to our rebranded Oklahoma City facility reopening after extensive renovations late in the first quarter of 2021 to further enhance our success. This facility will have a niche highly skilled nursing segment for that community while still offering our standard skilled nursing services. Also, the Company will be implementing the necessary steps to rebrand the Company with a corporate name that aligns it better with its current business model. The Company has chosen Selectis Health, Inc. and will seek the necessary majority shareholder approval to complete this change. The Company has been working on strengthening its management for more timely financial reporting and more efficient operations which will support our growth. We will also shortly begin rolling out our rebranding effort with the launch of a new corporate website under the web address www.selectis.com. This rollout will also entail the completion of individual websites and digital marketing tools for each of our facilities.”
SUMMARY OF SECOND QUARTER RESULTS
GLOBAL HEALTHCARE REIT, INC.
CONSOLIDATED BALANCE SHEETS
| June 30, 2020 | December 31, 2019 | |||||||
| (Unaudited) | ||||||||
| ASSETS | ||||||||
| Property and Equipment, Net | $ | 37,140,599 | $ | 36,394,587 | ||||
| Cash and Cash Equivalents | 2,844,515 | 641,215 | ||||||
| Restricted Cash | 424,636 | 351,298 | ||||||
| Accounts Receivable, Net | 1,562,911 | 1,188,100 | ||||||
| Investments in Debt Securities | 24,387 | 24,387 | ||||||
| Intangible Assets | - | 15,258 | ||||||
| Goodwill | 379,479 | 379,479 | ||||||
| Prepaid Expenses and Other | 674,404 | 883,839 | ||||||
| Total Assets | $ | 43,050,931 | $ | 39,878,163 | ||||
| LIABILITIES AND EQUITY | ||||||||
| Liabilities | ||||||||
| Debt, Net of discount of $450,111 and $493,353, respectively | $ | 39,113,315 | $ | 36,954,184 | ||||
| Debt – Related Parties, Net of discount of $5,192 and $0, respectively | 1,119,808 | 1,025,000 | ||||||
| Accounts Payable and Accrued Liabilities | 1,011,543 | 1,241,573 | ||||||
| Accounts Payable – Related Parties | - | 32,156 | ||||||
| Dividends Payable | 7,500 | 7,500 | ||||||
| Lease Security Deposit | 252,600 | 251,100 | ||||||
| Total Liabilities | 41,504,766 | 39,511,513 | ||||||
| Commitments and Contingencies | ||||||||
| Equity | ||||||||
| Stockholders’ Equity | ||||||||
| Preferred Stock: | ||||||||
| Series A - No Dividends, $2.00 Stated Value, Non-Voting; 2,000,000 Shares Authorized, 200,500 Shares Issued and Outstanding | 401,000 | 401,000 | ||||||
| Series D - 8% Cumulative, Convertible, $1.00 Stated Value, Non-Voting; 1,000,000 Shares Authorized, 375,000 Shares Issued and Outstanding | 375,000 | 375,000 | ||||||
| Common Stock - $0.05 Par Value; 50,000,000 Shares Authorized, 27,414,525 and 27,441,040 Shares Issued and Outstanding at June 30, 2020 and December 31, 2019, respectively | 1,370,726 | 1,372,052 | ||||||
| Additional Paid-In Capital | 10,397,755 | 10,385,417 | ||||||
| Accumulated Deficit | (10,792,565 | ) | (11,962,220 | ) | ||||
| Total Global Healthcare REIT, Inc. Stockholders’ Equity | 1,751,916 | 571,249 | ||||||
| Noncontrolling Interests | (205,751 | ) | (204,599 | ) | ||||
| Total Equity | 1,546,165 | 366,650 | ||||||
| Total Liabilities and Equity | $ | 43,050,931 | $ | 39,878,163 | ||||
GLOBAL HEALTHCARE REIT, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
| Six Months Ended | Three Months Ended | |||||||||||||||
| June 30, | June 30, | |||||||||||||||
| 2020 | 2019 | 2020 | 2019 | |||||||||||||
| Revenue | ||||||||||||||||
| Rental Revenue | $ | 1,144,605 | $ | 1,825,575 | $ | 623,593 | $ | 930,287 | ||||||||
| Healthcare Revenue | 7,837,461 | 1,063,928 | 4,506,872 | 684,137 | ||||||||||||
| Total Revenue | 8,982,066 | 2,889,503 | 5,130,465 | 1,614,424 | ||||||||||||
| Expenses | ||||||||||||||||
| General and Administrative | 715,770 | 570,836 | 372,707 | 377,357 | ||||||||||||
| Property Taxes, Insurance and Other Operating | 4,985,975 | 893,019 | 2,654,231 | 543,831 | ||||||||||||
| Provision for Bad Debts | 263,890 | - | 57,282 | - | ||||||||||||
| Acquisition Costs | 28,654 | - | 13,763 | - | ||||||||||||
| Depreciation | 768,103 | 645,851 | 380,885 | 322,926 | ||||||||||||
| Total Expenses | 6,762,392 | 2,109,706 | 3,478,868 | 1,244,114 | ||||||||||||
| Income from Operations | 2,219,674 | 779,797 | 1,651,597 | 370,310 | ||||||||||||
| Other (Income) Expense | ||||||||||||||||
| Gain on Warrant Liability | - | (2,758 | ) | - | (2,655 | ) | ||||||||||
| Gain on Extinguishment of Debt | (80,400 | ) | - | (80,400 | ) | - | ||||||||||
| Gain on Sale of Investments | - | (1,069 | ) | - | - | |||||||||||
| Gain on Proceeds from Insurance Claim | - | (270,264 | ) | - | - | |||||||||||
| Interest Income | - | (7,003 | ) | - | (1,536 | ) | ||||||||||
| Interest Expense | 1,116,571 | 1,070,860 | 611,301 | 544,625 | ||||||||||||
| Total Other (Income) Expense | 1,036,171 | 789,766 | 530,901 | 540,434 | ||||||||||||
| Net Income (Loss) | 1,183,503 | (9,969 | ) | 1,120,696 | (170,124 | ) | ||||||||||
| Net Loss Attributable to Noncontrolling Interests | 1,152 | 6,010 | 2,859 | 1,869 | ||||||||||||
| Net Income (Loss) Attributable to Global Healthcare REIT, Inc. | 1,184,655 | (3,959 | ) | 1,123,555 | (168,255 | ) | ||||||||||
| Series D Preferred Dividends | (15,000 | ) | (15,000 | ) | (7,500 | ) | (7,500 | ) | ||||||||
| Net Income (Loss) Attributable to Common Stockholders | $ | 1,169,655 | $ | (18,959 | ) | $ | 1,116,055 | $ | (175,755 | ) | ||||||
| Per Share Data: | ||||||||||||||||
| Net Income (Loss) per Share Attributable to Common Stockholders: | ||||||||||||||||
| Basic | $ | 0.04 | $ | (0.00 | ) | $ | 0.04 | $ | (0.01 | ) | ||||||
| Diluted | $ | 0.04 | $ | (0.00 | ) | $ | 0.04 | $ | (0.01 | ) | ||||||
| Weighted Average Common Shares Outstanding: | ||||||||||||||||
| Basic | 27,427,928 | 27,122,607 | 27,414,816 | 27,347,134 | ||||||||||||
| Diluted | 27,810,428 | 27,122,607 | 27,797,316 | 27,347,134 | ||||||||||||
For Further Information Contact:
Jacob Taylor
jtaylor@gbcsreit.com