−Removed: On November 1, 2020, the Company entered into an agreement to open a clinic in Minneapolis, Minnesota.
+Added: The following lists the rental agreements we had in place as of December 31, 2022.
+Added: As a result of our revised plans for The Good Clinic, and because of the limited availability of additional capital, we are in the process of negotiating the termination of most of these sites.
+Added: As noted below our limited capital has caused some of our relationships with vendors and landlords to include some litigation, further noted in other parts of this document.
+Added: On November 1, 2020, we entered into an agreement to open a clinic in Minneapolis, Minnesota.
The initial lease term is eight years.
Fixed rent payments under the initial term are approximately $511,000.
−Removed: On May 24, 2021, the Company entered into an agreement to open a clinic in St.
+Added: On May 24, 2021, we entered into an agreement to open a clinic in St.
Louis Park, Minnesota, which began operations in the third quarter of 2021.
1 unchanged sentence
Fixed rent payments under the initial term are approximately $673,000.
−Removed: Additionally, on June 8, 2021, the Company entered into an agreement to open a clinic in Eden Prairie, Minnesota, which began operation in the third quarter of 2021.
+Added: Additionally, on June 8, 2021, we entered into an agreement to open a clinic in Eden Prairie, Minnesota, which began operation in the third quarter of 2021.
The initial lease term is eight years.
Fixed rent payments under the initial term are approximately $620,000.
−Removed: On June 24, 2021, the Company entered into an agreement to open an administrative office in St.
+Added: On June 24, 2021, we entered into an agreement to open an administrative office in St.
Louis Park, Minnesota.
1 unchanged sentence
Fixed rent payments under the initial term are approximately $244,000.
−Removed: On August 31, 2021, the Company entered into an agreement to open a clinic in St.
+Added: On August 31, 2021, we entered into an agreement to open a clinic in St.
Paul, Minnesota, which began operations in the fourth quarter of 2021.
1 unchanged sentence
Fixed rent payments under the initial term are approximately $1,153,000.
−Removed: On September 9, 2021, the Company entered into an agreement to open a clinic in Minneapolis, Minnesota, which began operation in the fourth quarter of 2021.
+Added: On September 9, 2021, we entered into an agreement to open a clinic in Denver, Colorado, which was expected to begin operation in the first quarter of 2023 but possession of which has been relinquished to the landlords.
The initial lease term is for 90 months.
Fixed rent payments under the initial term are approximately $782,000.
−Removed: On September 28, 2021, the Company entered into an agreement to open a clinic in Denver, Colorado, which is expected to begin operation in the second quarter of 2022.
+Added: On September 28, 2021, we entered into an agreement to open a clinic in Denver, Colorado, which was expected to begin operation in the first quarter of 2023 but possession of which has been relinquished to the landlords.
The initial lease term is for 94 months.
Fixed rent payments under the initial term are approximately $1,079,000.
−Removed: On October 8, 2021, the Company entered into an agreement to open in Maple Grove, MN fourth quarter of 2021.
+Added: On October 8, 2021, we entered into an agreement to open a clinic in Maple Grove, Minnesota which began operation in the fourth quarter of 2021.
The initial lease term is for 108 months.
Fixed rent payments under the initial term are approximately $1,153,127.
−Removed: On October 14, 2021, the Company entered into an agreement to open a clinic in Egan, Minnesota, which began operations in the fourth quarter of 2021.
+Added: On October 14, 2021, we entered into an agreement to open a clinic in Eagan, Minnesota, which began operations in the fourth quarter of 2021.
The initial lease term is for 96 months.
Fixed rent payments under the initial term are approximately $767,000.
+Added: On April 4, 2022, we entered into an agreement to open a clinic in Wayzata, Minnesota, which was expected to begin operations in the first quarter of 2023.
+Added: The initial lease term is for 90 months.
+Added: Fixed rent payments under the initial term are approximately $407,000.
+Added: As of February 3, 2023 this lease obligation was terminated.
+Added: We agreed to pay a $25,000 termination fee.
+Added: On July 25 and July 29, 2022 two mechanic’s lien in the total amount of $373,396 were placed on our St.
+Added: Paul, MN The Grove clinic.
+Added: On July 29, 2022 a mechanic’s lien in the amount of $136,210 was placed on our Eagan, MN Vikings Parkway clinic.
+Added: On July 29, 2022 a mechanic’s lien in the amount of $137,800 was placed on our Maple Grove, MN Arbor Lakes clinic.
+Added: This amount has since been paid in full and we are in the process of removing the lien.
+Added: On August 22 and August 26, 2022 two mechanic’s lien in the total amount of $616,785 was placed on our Denver, CO Quincy clinic.
+Added: On August 22 and August 26, 2022 two mechanic’s lien in the amount of $593,162 was placed on our Denver, CO Radiant clinic.
+Added: On October 4, 2022 a mechanic’s lien in the amount of $334,508 was placed on our St.
+Added: Louis Park, MN clinic.
+Added: On November 16, 2022 a mechanic’s lien in the amount of $961,577 was placed on our Eagan, MN Vikings Parkway clinic.
+Added: On or about December 20, 2022 a mechanic’s lien in the amount of $27,951 was placed on the Wayzata, MN.
+Added: All liens were filed pursuant to Minnesota’s and Colorado’s Mechanic’s statutes and relate to past due obligations for construction and related work on certain of our clinics.
+Added: Pursuant to Minnesota’s and Colorado’s Mechanic’s statutes, the contractor-creditors may have the ability to commence a mechanic’s lien foreclosure action against the real properties in question to recover amounts due, costs, legal fees, and interest.
+Added: Additionally, the mechanic’s liens could result in defaults under our leases for the affected clinic locations.
+Added: If that occurs, the leases for the affected clinic locations allow for acceleration of amounts due under the lease, among other damages and remedies.
+Added: We are attempting to negotiate modifications to our agreements with the contractor-creditors.
+Added: However, we cannot assure you that our efforts will be successful.
+Added: If we are unable to timely clear the mechanic’s liens filed against our clinics or otherwise negotiate modifications to our agreements with the contractor-creditors, it will have a material adverse impact on our business, results of operations, and financial condition.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.