Item 8.01 Other Events.

Quad M Solutions, Inc. (the "Company") is filing as Exhibit 99.1 to this Form 8-K a Press Release dated January 9, 2023, reporting that the Company approved the migration of one of the largest group of clients of its wholly owned subsidiary, NuAxess 2, Inc. ("NuAxess"), to a third-party insurance company. Under the terms of this transaction, NuAxess assigned over 500 staffed employees' contracts from NuAxess for the cash value of approximately $5 million.

In addition, the Company's Board of Directors reviewed the interim results of the ongoing internal audit led by Yakov Kogan, a member of the Company's Board and COO of NuAxess, of existing NuAxess staffing agreements from 2020 through 2022, which review has led the Board to conclude that there is sufficient evidence that material misrepresentations of all clients accurate medical history have been made to NuAxess by certain third-party clients, referrers, and vendors in the Special Risk Questionnaires ("SRQ"), a prerequisite to NuAxess accepting the staffing agreements. These misrepresentations, the Company firmly believes, warrants immediate termination of the associated staffing agreements. Due to such material misrepresentations, NuAxess has taken action to limit its financial damages and terminate the underlying staffing agreements.

The Company has engaged counsel to pursue legal remedies against those clients and/or referrers who have misrepresented material facts to NuAxess and thereby caused damages to NuAxess business and its other clients. NuAxess has also instructed its counsel to commence collection actions for the uncollected staffing and late fees during the period from 2020-2022, among other remedies.

NuAxess will continue efforts to pay all valid, documented costs presented by clients who have truthfully responded to SRQs and otherwise acted in good faith. In order to protect the Company and its shareholders, NuAxess will not commit funds to cover any liabilities where misrepresentations were made to obtain the services of NuAxess.

The Company is resuming its self-funded plan for 2023 through a new third-party administrator to provide continued services for its clients and employees. With the completion of our onboarding technology, better authentication and compliance, the Company is focused on growing its staffing business at a more sustainable growth rate. In addition, the Company has identified and intends on making several strategic acquisitions over the coming months to realize additional revenue. This includes acquisitions of complementary services specifically targeted at providing security and verification methods in order to better insulate the Company going forward.

Reference is made to the full disclosure contained in the Press Release dated January 9, 2023, attached as Exhibit 99.1 hereto.

Item 9.01 Financial Statements and Exhibits

(b) The following documents are filed as exhibits to this current report on Form 8-K or incorporated by reference herein. Any document incorporated by reference is identified by a parenthetical reference to the SEC filing that included such document.





Exhibit No.   Description
99.1            Quad M Solutions Press Release dated January 9, 2023, filed
              herewith.
104           Cover Page Interactive Data File (embedded within the Inline XBRL
              document)

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