Greenhouse Solutions Inc. (OTCPK:GRSU) announced that it has entered into an agreement for private placement of a convertible promissory note for gross proceeds of $102,000 on May 10, 2017. The transaction included participation from JSJ Investments Inc. The note carries fixed interest rate of 12% per annum. The note was issued at par. The note is convertible into common shares of the company at a fixed conversion price of $0.03 per share of common stock up until the 180th day after issuance, and after the 180th day, the conversion price will be a 40% discount to the average of the two lowest volume weighted average price in the 20 days prior to conversion. The note carries maturity date of February 10, 2018. The company may prepay the note in full at any time on or prior to 180 days after May 10, 2017, until the 90th day after the issuance date, the company may pay the principal at a cash redemption premium of 135%, in addition to outstanding interest, from the 91st day to the 120th day after the issuance date, the company may pay the principal at a cash redemption premium of 140%, in addition to outstanding interest, from the 121st day to the prepayment date, the company may pay the principal at a cash redemption premium of 145%, in addition to outstanding interest. After the prepayment date up to the maturity date, the note will have a cash redemption premium of 150% of the then outstanding principal amount of the note, plus accrued interest and 18% interest per annum. The company issued securities pursuant to exemption provided under Regulation D. The company paid transfer agent fees and legal fees of $2,000.