Six days before this deal closed, ETST's chief operating officer, Mario G. Tabraue, sold the company a compounding pharmacy in California. On August 17 he sold it another business — this one a drug ingredient distributor in Florida.
The second transaction, reported in an 8-K filed with the SEC on August 19, was the acquisition of Zoolzy LLC, a wholesale distributor based in Doral, Florida that supplies raw pharmaceutical ingredients — the active compounds used in compounding — alongside finished FDA-approved prescription products. The company says Zoolzy operates from a 3,684-square-foot facility.
As with the pharmacy deal six days earlier, no price was disclosed. Both filings describe the amount as immaterial. Both sellers were Tabraue. In each case, the independent members of ETST's board reviewed and approved the transaction and determined the terms were fair and no less favourable than what could be obtained from an outside party, according to the respective filings. But fair relative to what is not stated, because the price is not stated.
In its press release issued August 19, the company says buying Zoolzy will let its compounding pharmacies source raw ingredients at wholesale rather than retail, expanding profit margins. The company also describes Zoolzy as a route into the veterinary medication market, saying it plans to formulate flavoured and easy-to-administer products for animals. No revenue figures for Zoolzy were provided, and no timeline was given for the veterinary initiative. The release's claim that the acquisition is "highly accretive" comes from the company's own marketing language, not from a disclosed financial figure.
Tabraue's earlier deal, an 8-K filed with the SEC on August 12 covering the acquisition of Meduvo LLC, was also structured as a related-party transaction with terms withheld as immaterial. Two companies from the same seller in less than a week, and shareholders still do not know what either one cost.