Replies to post #52308 on Ethema Health Corp (GRST)

[Bubae]

These posts sound nothing like the gibberish that you have been posting here for several years declaes. A curious development for sure.

Concerning point #1. Shawn Leon spent a bundle promoting the failed reg A offering because the plan was stupid. He priced the offering at $0.0012 without splitting the stock. Instead he spends a bundle promoting the two acquisitions that were previous failures and essentially handed over for nothing hoping that the narrative would sell the shares. NOW he starts 2025 by filing the reverse split in January. Should have done it last year before the defaulted debt grew to where it is now. Maybe the promotion would have been worth paying for. 🙄 Stupid is as stupid does.

The May 2024 press release stated that “the offering will be withdrawn or amended by the end of June.” The company did neither amend the offering or formally withdraw the offering which is normally done with a 1-Z filing. No public comments or and documented comments otherwise that the offering was withdrawn. Where is this so called direct statement form Shawn Leon that the offering was no longer being pursued.? I have never seen it and unlike you I read the press releases and the filings. The offering was good for 12 months which ended November 2024. Makes no difference, they can simply refile it and will likely get it qualified within two weeks. Why do you think that they filed the reverse split in January? Just to have a smaller share count? You need more than a higher price to qualify for an up-list attempt to a major exchange. You also need a much larger reverse split than teh one filed in January.

1. The Regulation A offering is OFF the table. Period.
Yes, the company initially filed a Reg A offering in 2024. It was part of a capital raise strategy that didn’t materialize, and Mr. Leon has confirmed directly that the Reg A is no longer being pursued. This is not speculation — it’s a direct statement. Repeating outdated info doesn’t make it true.

Ethema Acquires 25% Minority Stake in ARIA Subsidiary
May. 17, 2024 9:49 AM ET
https://www.newmediawire.com/news/ethema-acquires-25-minority-stake-in-aria-subsidiary-7075017
The Company’s $5,000,000 Reg A+ offering has not been successful to date and the offering will be withdrawn or amended by the end of June. The Company strongly believes that the value of the offering is very good and even better given that these steps are now coming to fruition.

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

Operating Expenses
Professional fees were $150,550 and $111,204 for the three months ended March 31, 2024 and 2023, respectively, an increase of $39,346 or 35.4%. The increase is due to additional fees incurred on regulation A fund raising during the current period.

[Bubae]

Your point #2. Shawn Leon didn’t “purchase” the 53% for majority control. I show in post# 51211 the sources fo the debt they claimed to convert for those shares to include accrued management fees for Shawn Leon which he declared as forfeited every single quarter over the previous years claimed. That is a fact. It would seem to me that management fees are income which is taxable yet they claim full vale in the conversions to stock.

2. Mr. Leon purchased 53% of the outstanding shares — that’s a FACT, not a red flag.
When outside capital didn’t come in, he stepped in and put his own money on the line. That’s not a “Ponzi” move — that’s ownership, commitment, and skin in the game. He didn’t dump shares, he accumulated them.

Bubae
Re: pual post# 51210
Monday, September 09, 2024 8:32:22 AM
Post# 51211 of 52308
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=175052617&txt2find=buy-in

The Leons aren't stupid people and they took steps to mitigate their exposure to losses with their debt to equity conversions. Shawn Leon just took $420K in what he called "accrued" management fees in July and used it in the regulation "D" 506 offering that the Leons wrote for themselves in July priced at $0.0005. With the $185K in management fees related to Leon Developments when they lost the Canadian property to Leonite for debt in 2023 the total in so called "accrued" management fees would be $605K. So all that certainly helps his $1.5 million debt to equity exchange in July.

[Bubae]

Points 3 and 4 declaes. Shawn Leon talked about the up-list to a major exchange and converting the so called friendly debt to equity in January 2024. He spent heavily on the regulation A offering promotion and stated the need to fund both the Boca and Edgewater treatments centers from the proceeds. So now there is no need for that reg A offering because they will simply up-list and the foolish investors on the big boards will do what OTC retail will not and that is fund what is a colossal failure based on a very expensive cash burning business model? Makes perfect sense to me. 😆 You need more than a higher price to qualify for an up-list attempt to a major exchange. You also need a much larger reverse split than the one filed in January to meet the minimum price requirement.

The so called friends and advisors holding the $5 million in convertible preferred shares is debt that any other investors will look at. Think that they will want to bail out the previous losers? Reverse split NOT about dilution? Please. Tell that to the companies already on the big boards who do just that, split the stock and dilute for working capital and debt.

Go to 11:20 into the July podcast where Shawn Leon starts talking about the use of proceeds from the regulation "A" offering who's shares would be exempt from registration and immediately free trading. We see $500K to support the operations at Boca and another $1 million to support the operations in Kentucky.

3. The reverse split (RS) is NOT about dilution.
This is a key point: GRST has not done a reverse split in over 20 years, and this move is being considered solely to enable a move to a higher exchange — not to dilute shareholders indiscriminately.
In fact, the RS can position the company for greater institutional investment and make debt repayment more efficient — not to “keep the Ponzi going,” as falsely claimed.

4. Debt = Friendly, Not Toxic.
The so-called "$5M in preferred shares” is not some sinister vehicle. These are disclosed and categorized as friendly debt from insiders and long-term advisors — not vulture funds looking to flip toxic notes. There is no death-spiral lending structure here.

8K filed January 10 2025
https://www.sec.gov/ix?doc=/Archives/edgar/data/792935/000190359625000030/grst_8k.htm
(2) amend the Articles of Incorporation to effect a reverse stock split of the Company’s issued and outstanding shares of common stock at a ratio of 1-for-1,000 to 1-for-5,000 (the “Range”),

Shawn Leon July 18, 2024 podcast

[Bubae]

So the “SaveChangeWorld (SCW) Videos & Reports” had nothing to do with deception. The Mark Markowski and Shawn Leon show looked like something off an eighties shopping network. Link below to all the content for Ethema Health on savechangeworld. The 10 minute video by Mark Markowski linked in post# 50694 is the wildest talk about hyped misinformation. People didn’t fall for it. In fact I believe it hurt the credibility of the company that now spoke like a scam.

5. Promotion ? Deception.
Yes, GRST promoted the Reg A opportunity earlier in 2024, including through interviews and media content. That’s what companies seeking growth capital do. The use of proceeds was transparently disclosed — and when the Reg A didn’t go through, GRST pivoted. That’s not deception — that’s adaptation.

https://savechangeworld.com/project/ethema-health/

Bubae
Re: declaes post# 50633
Monday, July 22, 2024 6:38:07 PM
Post# 50694 of 52308
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=174792390&txt2find=markowski%20podcast
LOL, If Markowski in his manic podcasts boasting about a $1 billion company in the June 8th podcast and hyping the offering price of $0.0012 in his June 15th performance can't convince traders what luck do you have with your crazy nickel projection on nothing? Here is what OTC traders hate, OK The last thing they want to hear from the CEO is that he intends to reverse split into the range of dollars. not cents, dollars. 😆 At about 16:40 into the June 15th video Markowski makes a ridiculous statement I'm sure believing that traders are the dumbest people on the planet. 😆 He says "I want everyone to understand, this thing is going to the limit price, it can't get financed until it gets to the limit price, it can't raise any capital until it gets to the limit price,.... you will be able to sell it by the end of the summer up 100% increase". 🤣 AAAAAAAAAHHHH LISTEN TO ME PEOPLE!!!,,,,, BUY THE STOCK!!!!! 🤪🤪🤪🤪. ... you will be able to sell it by the end of the summer up 100% increase"!!! It will likely be up many thousands of a percent by the end of the summer with the split.