Littleton, Looks Like She's Keeping Her Options Open (Part 1)
On September 9, 2019 and with Littleton Apothecary’s “financial projections” in hand, Matthew’s wife said:
By 2024, the three percent excise tax coming into Littleton from my little shop will be $408,000.00 a year.
The Littleton Project will be fully funded and giving $150,000.00 a year in grants to projects designed to improve the lives of people in Littleton.
Well, here we are in 2024 and Littleton’s received absolutely nothing by way of excise tax from Littleton Apothecary. If anything, Matthew’s wife has cost Littleton money in legal fees.
As for the Littleton Project—which I and others see as the primary reason that Littleton entered into an HCA with Matthew’s wife, someone with zero experience in the cannabis industry—on December 4, 2021, Matthew’s wife pronounced (in a Facebook post) that the philanthropic promise she’d made in The Littleton Project was “dead” and blamed getting sued in the past as the reason why she wouldn’t be doing as she’d promised: putting $3,000,000.00 of shop’s future, early profits into an endowment to improve the lives of Littletonians.
Until recently, I couldn’t understand why the philanthropic piece of the Apothecary was taken off the table.
I think I understand now.
A short while ago, I came into possession of a document that Matthew’s wife signed a month before she announced the death of The Littleton Project.
The document is an Option Agreement, dated November 3, 2021, where Matthew’s wife was the “Optionor,” Delta Nine Strategies, Inc. was the “Optionee,” and Littleton Apothecary, LLC was the “Limited Liability Company.”
Delta Nine Strategies, Inc.’s president is Kerry O’Hazo, and Delta Nine Strategies corporate “agent” is Tyler O’Hazo.
Here’s the happy couple on their wedding day:
She looks nice.
While there are some remaining dots to connect vis a vis the O’Hazos and Justin Smith and David Giannetta and Jason Sidman and Chuck Decoste and Matthew Nordhaus and his wife, I’m going to give you a closer look at that Option Agreement, starting with Article I:
There’s the $1,000,000.00 the Nordhaus now-adult children were referring to in early 2022 that my lawyer, back then, asked about and was told, by Matthew’s wife herself, that she still 100% owned the Apothecary in early 2022.
And you know what, at that time, it seems she did. What Matthew’s wife failed to tell my lawyer—and what she failed to tell you, Littleton—when she stood before the Select Board, on May 8, 2023, i.e., only ten months ago to “set the record straight”—was that she’d entered into this Option Agreement where she agreed not to sell it to anyone but Delta Nine Strategies, Inc. for two years.
On May 8, 2023, there still remained nearly five months in the Period of Exercisability.
Here’s the Consideration for the Option:
I take this to mean that on November 3, 2021, the day Matthew’s wife signed this Option Agreement, she was on the hook to promptly pay all of the Apothecary’s back rent and provide Kerry/Tyler proof from Athena Assets that she was all paid up, ostensibly by November 30, 2021 since the responsibility to pay the Apothecary’s rent thereafter, would fall to Kerry/Tyler, starting in December 2021.
As you may recall, I was told by Athena Assets that “all of the Apothecary’s back rent”—from September 2019 until the spring of 2022—was paid in “one big check” (from Lawson & Weitzen, not from Matthew’s wife) in the spring of 2002 in a lump sum (over sixty-thousand dollars).
Thereafter, monthly wire transfers for the Apothecary’s monthly rent came in from Lawson & Weitzen, first, to Athena Assets (until the sale of 160 Ayer Road)
And then, to MRM/MR3.
MRM and MR3 are both owned by the same two separate holding companies. Each of those holding companies has two named members.
Of course, perhaps like you, I’m curious:
Who was Lawson & Weitzen’s client in the spring of 2022 who was behind that $60,000+ back-rent payment for the Apothecary?
And who’s Lawson & Weitzen’s client now—the one who’s been paying the Apothecary’s monthly rent since the spring of 2022?
While it’s tempting to think it’s the same person, perhaps not. The best question to ask, I think, is this: Who benefits when Littleton Apothecary, aka Matthew’s wife, is sitting around waiting for Kerry/Tyler to exercise Delta Nine’s Option?
Who?
But for now, let’s get back to that Option Agreement:
Matthew’s wife—and by extension, I’d say, Matthew—granted a two-year option, that if exercised would transfer all ownership of the Apothecary to Kerry/Tyler at the moment Kerry/Tyler exercised the option, and yet not one thin dime would arrive in the Nordhauses’ bank accounts for a while: they’d have to wait, first, on the Apothecary’s build-out (a Special Permit is required for this step) and then they’d need to hold on for another whole year: until the first anniversary of the Apothecary’s opening day.
And even then, they’d only get half a million dollars.
The Nordhauses would have to wait another whole year to get the remaining $500,000.00.
Here’s the to-be-executed promissory note:
That’s what Matthew’s wife agreed to on November 3, 2021.
I offer this Option Agreement to you, Littleton, not as an indication of what happened in the wake of the parties signing the agreement. Nor do I share parts of this document with you to say anything about happening now with the Apothecary.
I’m showing you this binding legal document only to share what was agreed to by Matthew’s wife over two years ago.
It’s now 2024.
There’s been no excise tax for the town from the Apothecary.
No grants have come to improve the lives of people in Littleton.
Instead, Matthew’s wife has been keeping her options open,
Jenna