UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Item 1.01 Entry into a Material Definitive Agreement
On February 17, 2022, Omnia Wellness Inc. (the “Company”) entered into a Waiver Letter (the “Waiver”) with Auctus Fund, LLC, a Delaware limited liability company (“Auctus”). Pursuant to the Waiver, Auctus agreed, effective as of November 22, 2021 to (i) irrevocably waive the events of default previously disclosed by the Company in its Current Report on Form 8-K filed with the Securities and Exchange Commission on November 29, 2021 (the “Default”), (ii) irrevocably waive and decline to exercise any of its rights under the Loan Documents otherwise triggered upon an event of default due to a Default (including but not limited to the acceleration of the Note, the triggering of any Default Amount and the inability to cancel and extinguish the Second Warrant in accordance with the terms of the Loan Documents). All capitalized terms used in this Item 1.01 not otherwise defined shall have the meanings ascribed to those terms in the Waiver.
The foregoing is a brief description of the terms of the Waiver and is qualified in its entirety by reference to the full text of the Waiver, which is filed herewith as Exhibit 10.1.
Item 9.01 Financial Statements and Exhibits.
| Exhibit | Description | |
| 10.1 | Waiver Letter | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| Date: February 23, 2022 | ||
| OMNIA WELLNESS INC. | ||
| By: | /s/ Steve Howe | |
| Name: | Steve Howe | |
| Title: | Executive Chairman | |