GREEN HYGIENICS HOLDINGS INC. : Entry into a Material Definitive Agreement, Completion of Acquisition or Disposition of Assets, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sale of Equity Securities, Financial Statements and Exhibits (form 8-K)

Item 1.01. Entry into a Material Definitive Agreement.

On April 14, 2021 (the "Agreement Date"), Green Hygienics Holdings Inc. ("GRYN or the "Company"), a Nevada corporation, entered into an Asset Purchase Agreement (the "APA") with Admay, Inc ("Admay"), a Wyoming company. Pursuant to the APA, the Company will acquire from Admay certain assets per the APA in exchange for up to $2,822,000 (the "Purchase Price"). The Purchase price will be a combination of cash and restricted shares of common stock of the Company.

The foregoing description of the APA is qualified in its entirety by reference to the APA, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.

Item 2.01. Completion of Acquisition or Disposition of Assets.

On April 15, 2021, the APA was consummated and the Company paid $122,400 to the shareholders of Admay. The disclosure included under Item 1.01 of this Current Report on Form 8-K is incorporated by reference herein.

Item 2.03. Creation of Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

On April 15, 2021, Alita Capital ("Alita"), a company controlled by the Company's Chief Executive Officer, advanced $550,000 cash as an unsecured, interest free shareholder loan to the Company. The proceeds were used for the initial cash payment of $122,400 pursuant to the Admay APA, with the balance to be used for general working capital of the Company.

Item 3.02. Unregistered Sales of Equity Securities.

The information set forth in Item 1.01 is incorporated herein by reference. The Company intends to rely on the exemption afforded by Section 4(a)(2) of the Securities Act of 1933, as amended and/or Rule 506 of Regulation D promulgated thereunder for the issuance of shares to the Admay shareholders pursuant to the APA.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.



Exhibit Number   Description

  10.1             Asset Purchase Agreement with Admay, Inc.





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