OMNIA WELLNESS INC. : Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits (form 8-K)

Item 1.01 Entry into a Material Definitive Agreement

The information set forth in Item 2.03 in this Form 8-K regarding the Note (as defined in Item 2.03) is incorporated herein by reference.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an

          Off-Balance Sheet Arrangement of a Registrant

On January 11, 2022, Omnia Wellness Inc. (the "Company") borrowed $725,000 (after a $25,000 original issue discount) (the "Loan") from Formul8 Labs LLC (the "Lender"), an affiliate of Jainal Bhuiyan, the Company's President and a director. The Loan is evidenced by a Discounted Promissory Note (the "Note").

The Note bears interest at the rate of 12% per annum, and shall be payable on the 18-month anniversary of the issue date; provided, that interest on the Note will be paid monthly on the 1st of each month the Note is outstanding. The Note may be redeemed by the Lender in whole or in part, with 45 days prior written notice.

The Company intends to use the net proceeds from the Loan for its general working capital, and may include repayment of existing indebtedness.

The Note contains customary events of default. If any monthly interest payment is past due by more than 5 business days, a penalty of $100 per day will be added to the interest payment until paid.

The foregoing is a brief description of the term of the Note and is qualified in its entirety by reference to the full text of the Note.

Item 9.01 Financial Statements and Exhibits.

Exhibit   Description
104       Cover Page Interactive Data File (embedded within the Inline XBRL
          document)

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