U.S. 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
Date of Report (Date of
earliest event reported):
(Exact name of small business issuer as specified in its charter)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b2 of the Securities Exchange Act of 1934 (§240.12b2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 1.01 | Entry into a Material Definitive Agreement |
On November 21, 2022, Odyssey Health, Inc. (the “Company” “Odyssey”) entered into an Option to Purchase Intellectual Property Agreement (the “Option Agreement”) with Prevacus, Inc. (“Prevacus”). Subject to the terms and conditions of the Option Agreement, Prevacus grants Odyssey the right to purchase one hundred percent (100%) of the assets at any time within one hundred eighty (180) day of the effective date. Odyssey has the option to purchase and acquire from Prevacus, free and clear of all encumbrances, one hundred percent (100%) of Prevacus’ right, title, and interest, in the worldwide and USPTO Patents to PRV-001 and one Enantiomer. If Odyssey chooses to exercise the option on either of the assets, the parties shall complete the purchase within ninety (90) days of the Company exercising the option.
The Option Agreement is attached and is hereby incorporated into this Form 8-K Current Report.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth above under Item 1.01 is hereby incorporated by reference into this Item 2.03.
| Item 9.01. | Financial Statements and Exhibits. |
(c) Exhibits.
| Number | Exhibit |
| 10.1 | Option to Purchase Intellectual Property Agreement by and between Prevacus, Inc. and Odyssey Health, Inc. |
| 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 hereunto duly authorized.
| Odyssey Health, Inc. | ||
| Date: November 23, 2022 | By: | /s/ J Michael Redmond |
| Chief Executive Officer | ||
| 2 |