Current Report Filing (8-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) March 1, 2021

Green Hygienics Holdings Inc.

(Exact name of registrant as specified in its charter)

Nevada

000-54338

26-2801338

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

13795 Blaisdell Place, Suite 202, Poway, CA		92064
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (855) 802-0299

_________________________________________________

(Former name or former address, if changed since last report.)

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 (see General Instruction A.2.below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered

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 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 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 March 1, 2021 (the “Agreement Date”), Green Hygienics Properties, LLC (“GHP”) executed a Purchase and Sale Agreement (the “PSA”) to acquire a 37,530 square foot building, located at 13955 Stowe Drive, Poway near San Diego, California (the “Stowe Drive Building”). Green Hygienics Holding, Inc. (“GRYN” or the “Company”) is the sole member of GHP, and Mr. Loudoun, the Company’s CEO is the Manager of GHP.

The Company will utilize the Stowe Drive Building for post processing, manufacturing and distribution activities related to its business. Pursuant to the PSA, the closing for the purchase of the Stowe Drive Building is to occur on or before 120 days from the Agreement Date for a cash payment of $7,500,000 and 300,000 restricted common shares. The foregoing description of the PSA does not purport to be complete and is qualified in its entirety by reference to the full text of the PSA, a copy of which is filed as Exhibit 10.1, to this Current Report on Form 8-K and incorporated by reference herein.

Additionally, TruLife Labs LLC (“TLL”) and TruLife Biotech LLC (“TLB”) have recently been formed and have electronically filed Articles of Organization with the State of California. The Company is the sole member of TLL and TLB and Mr. Loudoun is the Manager of both.

Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

Exhibit Number		Description

10.1		Purchase and Sale Agreement

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.