Ethema Health Corp (GRST)

[Bubae]

I just found your post from January about Shawn Leon's online chat. I went for quite a while without looking at this and wasn't aware of what Shawn Leon said in January but that post is full of good material. 😆 "...All convertible and toxic debt has been taken care of and paid in full..." Well, that is not correct. The August 11th 2023 press release said the same but we discovered in the 2023 Q3 filing that they wrote a new convertible note for $150K, can convert after six months, with anti-dilution language on August 9th. We can't find the details for this note so we don't know the terms. So when Shawn Leon was talking about no toxic debt in January he had a note that could begin converting in February.

The balance on the Bauman note as of March 31st was $124,769 and can convert at any time. That note likely converts at a 50% discount to market for each tranche. Just for fun lets say the can do it at an average of a 50% discount to Fridays closing or $0.0003 a share. They would need to sell 415,896,666 shares to cover the balance. Sort of gives you an idea as to why they have been trying to get the price up with the inside buys and the over the top press release. Imagine converting at 50% discount at $0.0003. 🙄 That note has an automatic conversion feature dated August 9th.

- All convertible and toxic debt has been taken care of and paid in full. The debt left over debt is what he calls friendly debt 5M + 2M which I believe he mentioned is his friends and his family who have lent the money to Ethema and they will be converting this debt sometime soon, How I do not recall but he does mention it as its need to uplist to NYSE

Ethema Closes on Real Estate Transaction and Eliminates Major Debt
August 11, 2023
https://www.globenewswire.com/en/news-release/2023/08/11/2723782/0/en/Ethema-Closes-on-Real-Estate-Transaction-and-Eliminates-Major-Debt.html

...This real estate deal has eliminated a lot of debt, including all variable rate convertible debt and the Company is now free to focus on growth.”

For the quarterly period ended March 31, 2024
https://www.sec.gov/ix?doc=/Archives/edgar/data/0000792935/000190359624000371/grst_10q.htm

Page 17
8. Short-term Convertible Notes (continued)
Joshua Bauman

On August 9, 2023, the Company issued a convertible promissory note to Bauman, in the aggregate principal amount of $150,000. The note bears interest at 10.0% per annum and matures on August 9, 2024. The note is convertible into shares of common stock at a conversion price at the option of the holder at $0.001 per share, adjusted for anti-dilution provisions. The note is convertible into common stock at the option of the holder after the expiration of six months from the issuance date, in addition, should the note reach its maturity date, August 9, 2024, the note will automatically convert into shares of common stock at the conversion price, subject to anti-dilution provisions.

Page 18
9. Short-term Notes (continued)

Mirage Realty, LLC
On November 15, 2023, the Company, entered into a senior secured promissory note in the aggregate principal amount of $250,000 for net proceeds of $223,500 after an original issue discount and fees of $26,500. The note earns interest at 10% per annum and originally matured on March 15, 2024. The maturity date was extended to April 15, 2024, with no change to the terms of the note or any additional consideration paid to the noteholder.