This is Pete Moore at Integrity Square. We are in month six of the sale of Project Willow. We're excited to report that we have picked the Ganilin Group as our potential financial buyer. They're going to pay a six times EBITDA and we got through our quality of earnings report unscathed where they have not questioned or changed any of our assumptions related to the cash flow that we are providing to the buyer
in this deal. We just got the asset purchase agreement, which is the APA, which is another 50 pages of fun reading on your bedside any night of the week. That asset purchase agreement is going to be all of the assets that are going to be acquired by the Ganlon Group through a special purpose vehicle, an spv, to acquire all of our assets, which will include all the clubs, all, all the leases,
all the membership agreements. And the rest of the document is going to talk about things that could potentially go wrong and what you have to represent and warrant that we provided. So as the owner, you are now part of what's called seller's knowledge. And you're also the signator on this transaction. This transaction will say we're going to buy the company for $60 million. And they have proposed a 5% out of that 60, which would
be $3 million. Escrow account. Now, an escrow is a term from France. It was basically that if I bought a house but I didn't pay for it yet, it's basically like the deed or the title that would go into a bank or, or going to a legal organization that would hold my deed until I paid for the title to a property. So just like that, escrow has now been used in the way of saying I'm going to hold back some
of that money. 3 million to ensure that everything you told me in this asset purchase agreement and all the documents are actually true. If not, I'm going to come back and try and first tap the escrow account, which is a neutral bank account that now I'm going to take because you might have lied to me. A little, nice little culture in there.
