Green Relief Inc: Unprecedented Corporate Malfeasance Brought to Light
Get yerself a cup of coffee and sit down for this one. Cannabis CEOs Behaving Badly is a many-chaptered book that I could write but can’t yet.
But here is one chapter unfolding now in real time.
Green Relief Inc is a small private cannabis producer in Flamborough, Ontario that received its license in February 2016. Its products are available via medical document authorized by a healthcare practitioner, but not in the recreational market.
Their CBD oil has the highest CBD content per milliliter of any other oral formulation available with a THC content consistently well below 1 mg/ml. That’s important for people with high reactivity to THC (like me). Two milligrams of THC is enough to turn me into a meditative potato for 4 hours, which is not exactly conducive to work.
I took my crew to shoot a video in 2018 of the facility, which stands out from other cannabis cultivation operations due to their use of “aquaponic” growing methods.
Aquaponics is essentially a hydroponic system where fish are raised in nutrient tanks. They transform their food into waste that becomes nutrients for the plants. At the end of the day it’s really just a clever little marketing gimmick that doesn’t offer much in the way of relevant benefits to a cannabis business, except that certain people think it’s more organic or earth friendly so its an audience magnet and provide fish and chips for lunch.
The fish are actually a secondary crop to cannabis, and an alternative source of nutrients that are organic in nature, though not necessarily resulting in an organic cannabis crop.
Green Relief actually donates the fish to local food banks. But, as i said, this feature of Green Relief’s operations is nothing more than a curiosity at this point, because right now the company has much bigger fish to fry.
Despite raising nearly $60 million, the company, by March 2019 was on the verge of collapse.
Somebody Call a Doctor
The company was founded by Warren Bravo and Steve LeBlanc, two Hamilton-area contractors who were most famous previously for Bravo Cement, and construction company Unique Restoration. They caught the wave when they got their cannabis license, and raised a total of about $60 million since 2013, while telling their shareholders they’d be public in 2018.
Fortunately for shareholders they didn’t go public, because if Bravo and LeBlanc had acted as they did in a public company, it would likely have gone bust and probably lost its license.
In March of 2019, the company was on the brink of insolvency, and the Board of Directors summoned its largest shareholders to a meeting where the founders effectively resigned from management.
One of those shareholders was Dr. Neilank K. Jha, a Neurosurgeon who is also a Spine Surgeon with an MBA from the Ivey School of Business and a Masters in Behavioural Economics from the London School Economics.
He started a company called Bodhi Research in 2015, named after his first-born son, which focused on developing a formulation of THC, CBD and certain Terpenoids designed to treat Traumatic Brain Injury (TBI) conditions resulting from concussion in sports.
In 2018, he sold Bodhi Research to Green Relief in exchange for 4.4 million Green Relief shares and the name was changed to Green Relief Innovations (GRI). Jha’s expectation was that Green Relief would provide the capital to advance drug development within GRI.
Dr. Jha was called the “world’s foremost authority on Traumatic Brain Injury” by Dr. Lester Grinspoon at Harvard Medical School. He designed a double-blind, placebo-controlled study for a CBD compound with the London School of Economics that was going to generate a rich data-set that would be step 1 in moving toward regulatory approval for his patent-pending formulation.
Dr. Jha is not your typical CEO.
The first thing he did when he learned how dire the situation was financially for Green Relief back in March 2019 was wire $150,000 of his personal funds to Green Relief so the employees could be paid.
He has worked since then, and is working now, for no salary.. He is not charging the company a dime.
As if that’s not enough, he has offered to put up a block of 4 million of his shares – almost all of them – to shareholders for $0.50 a share, which will be re-invested into the company in its entirety.
To say Dr. Jha’s interest is now aligned with shareholders is an understatement.
The only way for him to monetize that asset is to monetize Green Relief – a herculean task, given the current financial environment for cannabis stocks as a result of the collapse in valuations which occurred beginning in April 2019.
Where’d All The Money Go?
Dr. Jha has brought aboard two additional key hires who, at this point, are working for some as-yet undetermined future consideration, as they are still in the process of sorting through the financial records left behind by the founders, who were, to be blunt, reckless and irresponsible with investor funds.
New CFO Stephen Massel is a former Ernst and Young Auditor who is a CA, CMA and CPA. Bota McNamara is now acting General Counsel, formerly with Weir Foulds, specializing in corporate insolvency and turnarounds.
To describe this new management team as forensic is no exaggeration.
At a “Town Hall” style meeting on January 14th, 2020, this incoming management along with company Chairman Tony Battaglia walked a hundred or so Green Relief shareholders through a tale of corporate malfeasance on a scale never seen in the Canadian cannabis industry.
It turns out, of the ~$60 million raised, $14.1 million has gone missing.
Well, not missing, exactly. They’ve tracked it down. Or at least some of it.
But what emerges, according to court-filed documents, is a clear picture of Warren Bravo, his wife Lyn, and to a lesser extent, Steve LeBlanc using Green Relief funds to pay off outstanding obligations on money-losing personal businesses that had nothing to do with Green Relief, while using the company bank account as their personal ATM to pay for home renovations as well as renovations on a heritage home in Hamilton that they ran as an AirBnB.
None of these allegations have yet been tested in court. But the documented evidence is overwhelming, and is publicly filed in Ontario Superior Court of Justice in Hamilton under Court File # 20-71888.
In slide after slide at the Town Hall meeting, and confirmed in the court filing, Mr. Massel and Mr. McNamara displayed photocopies of cheques, invoices, lease agreements and mortgage documents bearing the signatures of Warren Bravo, in some cases his wife Lyn Bravo, and Steve LeBlanc using Green Relief funds to pay for things that had nothing to do with Green Relief or its business.
They bought construction supplies with Green Relief money that never made it to Green Relief.
There are equipment rental charges in the hundreds of thousands of dollars for equipment that has never been seen or used at Green Relief.
There are payments to Canada Revenue Agency for personal tax arrears. There’s even a payment for $585,000 to the Labourers International Union of North America for arrears due to cement workers.
But the abuses didn’t end there. According to the documents, they created false invoices to distribute Green Relief funds to family members, pay off their mortgages, and even engineered a way for Green Relief operating to pay off the personal mortgage that bought the land which they then turned around and rented to Green Relief.
Let that sink in for a moment.
They used money they raised for Green Relief from investors to buy the land in their own names, and lease the property back to Green Relief, while charging them rent.
But wait, it gets better.
After they raped and pillaged the company coffers to the point where Green Relief couldn’t even make payroll or pay the rent to their landlords, Bravo filed suit against Green Relief for non-payment of rent, which Dr. Jha and team withheld for obvious reasons.
In fact, two companies owned by Bravo have filed suit against Green Relief. And earlier this month, Bravo actually locked the gates to the entrance of Green Relief in retaliation for Green Relief’s seizure and sale of a Range Rover that Bravo bought with Green Relief funds.
Pulling a Rabbit Out of a Hat
The debacle with Green Relief induced Dr. Jha to step in with a new team and try to extricate the shareholders of Green Relief from a total wipe out.
So far, he has accomplished the seemingly impossible, but there’s a long row to hoe ahead.
Warren and Lyn Bravo continue to squeeze Green Relief. Warren Bravo bolted the gates shut to Green Relief, ostensibly for unpaid rent.
Steve LeBlanc, on a phone call Monday January 27, downplayed his involvement and tried to distance himself from Warren Bravo. “There were a lot of decisions I didn’t agree with,” he said.
Warren Bravo did not return calls requesting comment.
The Value Proposition is Green Relief Innovations
At this point, investors would be thinking they wouldn’t want to touch this company with a ten foot pole. And that was my first reaction.
But the funny thing is, the asset inherent in Bodhi Research, now Green Relief Innovations, is the Holy Grail of cannabis evolution, and will likely become one of the leading pharmaceutical products to change the way Traumatic Brain Injury is treated.
Green Relief owns 51 percent of GRI, but Dr. Jha, Marc Lustig, who recently sold Origin House to Cresco Labs for ~$720 million, own the other 49%. GRI is financeable on its own independent of Green Relief, which could provide GRI the funds it needs to progress through Phase III clinical trials, while rescuing the shareholders of Green Relief.
Green Relief also has the number one formulation of CBD oral drops, being the only company who is able to consistently produce CBD oil in concentrations up to 50 mg/ ml with less than 1 mg THC.
Soon after meeting Dr. Jha, and despite these looming legal challenges, I tripled my investment into Green Relief, because the tenacity, integrity and sheer determination of Dr. Jha makes the entire enterprise something I am proud to be part of. This triumph of intrepid human nature against larceny and greed is too good a story not to support.
Midas Letter is provided as a source of information only, and is in no way to be construed as investment advice. James West, the author and publisher of the Midas Letter, is not authorized to provide investor advice, and provides this information only to readers who are interested in knowing what he is investing in and how he reaches such decisions.
Investing in emerging public companies involves a high degree of risk and investors in such companies could lose all their money. Always consult a duly accredited investment professional in your jurisdiction prior to making any investment decision.
Midas Letter occasionally accepts fees for advertising and sponsorship from public companies featured on this site. James West and/or Midas Letter may also receive compensation from companies affiliated with companies featured on this site. James West and/or Midas Letter also invests in companies on this site and so readers should view all information on this site as biased.