--- schema_version: "secwatch.filing_event.v1" accession: "0001493152-26-046568" form_type: "8-K" ticker: "GBCS" cik: "0000727346" company_name: "SELECTIS HEALTH, INC." filed_at: "2026-10-09T20:54:23+00:00" generated_at: "2026-10-12T15:02:47.569412+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 1.0 calibrated_materiality_score: 1.0 confidence: "high" source: SEC EDGAR --- # Selectis Health completes merger with Black Pearl Equities II; shareholders receive $5.75 per share ## Summary - On October 5, 2026, Merger Sub merged into Selectis Health, Inc.; Selectis became a wholly owned subsidiary of Black Pearl Equities II, LLC and an indirect subsidiary of Parent. - Offer price and merger consideration were $5.75 per share; 2,789,027 shares (~90.93%) tendered; aggregate cash consideration was about $17,635,589, excluding warrants and other equity awards. - The Company became a borrower under a Credit Agreement with Milrose Capital, LLC and SCG Experts Corp.; $18,226,250 term loans bear 5.0% interest and mature August 28, 2031. - Clifford L. Neuman, Kent J. Lund, and Richard Huebner ceased serving as directors; Krystal Eckhart ceased as interim CFO; Abraham Schwartz and Zalman Schapiro became directors and officers. - Selectis notified FINRA; Shares will no longer be quoted on OTCQB. It intends to file Form 15 to terminate Exchange Act registration and suspend reporting obligations. ## SEC filing metadata - accession: 0001493152-26-046568 - form_type: 8-K - ticker: GBCS - cik: 0000727346 - company_name: SELECTIS HEALTH, INC. - filed_at: 2026-10-09T20:54:23+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 1.0 - calibrated_materiality_score: 1.0 - confidence: high - sec_items: 2.01, 2.03, 1.01, 3.03, 5.01, 5.02, 5.03, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/727346/000149315226046568/0001493152-26-046568-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/727346/000149315226046568/form8-k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001493152-26-046568 - JSON: https://secwatch.observer/filing/0001493152-26-046568.json - Plain text: https://secwatch.observer/filing/0001493152-26-046568.txt ## Key facts - Executive change Richard Huebner departed as Director at SELECTIS HEALTH, INC.. - Action: ceased to serve - Role: Director source text: In accordance with Section 2.10 of the Merger Agreement, at the Effective Time, each of Clifford L. Neuman, Kent J. Lund, and Richard Huebner ceased to serve as a member of the Board of Directors of the Company (the “Board”) and of any committee of the Board, and Krystal Eckhart ceased to serve as Interim Chief Financial Officer of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/727346/000149315226046568/0001493152-26-046568-index.htm - Executive change Abraham Schwartz was appointed as Director at SELECTIS HEALTH, INC.. - Action: became the directors - Role: Director source text: In accordance with Section 2.10 of the Merger Agreement, at the Effective Time, Abraham Schwartz and Zalman Schapiro, being the directors of Merger Sub immediately prior to the Effective Time, became the directors of the Company, and Abraham Schwartz and Zalman Schapiro, being the officers of Merger Sub immediately prior to the Effective Time, became the officers of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/727346/000149315226046568/0001493152-26-046568-index.htm - Executive change Abraham Schwartz was appointed as other_named_officer at SELECTIS HEALTH, INC.. - Action: became the officers source text: and Abraham Schwartz and Zalman Schapiro, being the officers of Merger Sub immediately prior to the Effective Time, became the officers of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/727346/000149315226046568/0001493152-26-046568-index.htm - Executive change Zalman Schapiro was appointed as Director at SELECTIS HEALTH, INC.. - Action: became the directors - Role: Director source text: In accordance with Section 2.10 of the Merger Agreement, at the Effective Time, Abraham Schwartz and Zalman Schapiro, being the directors of Merger Sub immediately prior to the Effective Time, became the directors of the Company, and Abraham Schwartz and Zalman Schapiro, being the officers of Merger Sub immediately prior to the Effective Time, became the officers of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/727346/000149315226046568/0001493152-26-046568-index.htm - Executive change Krystal Eckhart departed as Interim Chief Financial Officer at SELECTIS HEALTH, INC.. - Action: ceased to serve - Role: Interim Chief Financial Officer source text: In accordance with Section 2.10 of the Merger Agreement, at the Effective Time, each of Clifford L. Neuman, Kent J. Lund, and Richard Huebner ceased to serve as a member of the Board of Directors of the Company (the “Board”) and of any committee of the Board, and Krystal Eckhart ceased to serve as Interim Chief Financial Officer of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/727346/000149315226046568/0001493152-26-046568-index.htm - Executive change Kent J. Lund departed as Director at SELECTIS HEALTH, INC.. - Action: ceased to serve - Role: Director source text: In accordance with Section 2.10 of the Merger Agreement, at the Effective Time, each of Clifford L. Neuman, Kent J. Lund, and Richard Huebner ceased to serve as a member of the Board of Directors of the Company (the “Board”) and of any committee of the Board, and Krystal Eckhart ceased to serve as Interim Chief Financial Officer of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/727346/000149315226046568/0001493152-26-046568-index.htm - Executive change Zalman Schapiro was appointed as other_named_officer at SELECTIS HEALTH, INC.. - Action: became the officers source text: and Abraham Schwartz and Zalman Schapiro, being the officers of Merger Sub immediately prior to the Effective Time, became the officers of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/727346/000149315226046568/0001493152-26-046568-index.htm - Executive change Clifford L. Neuman departed as Director at SELECTIS HEALTH, INC.. - Action: ceased to serve - Role: Director source text: In accordance with Section 2.10 of the Merger Agreement, at the Effective Time, each of Clifford L. Neuman, Kent J. Lund, and Richard Huebner ceased to serve as a member of the Board of Directors of the Company (the “Board”) and of any committee of the Board, and Krystal Eckhart ceased to serve as Interim Chief Financial Officer of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/727346/000149315226046568/0001493152-26-046568-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.