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): December 8 16, 2022

ALTITUDE INTERNATIONAL HOLDINGS, INC.

(Exact name of Registrant as specified in its Charter)

New York		000-55639		13-3778988
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

4500 SE Pine Valley Street, Port St. Lucie, FL 34952

(Address of Principal Executive Offices)

772-323-0625

(Registrant’s Telephone Number, including area code)

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 14-a-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: None.

~~Title~~Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of ~~each~~the ~~class~~Securities ~~Trading~~Act ~~Symbol~~of 1933 (s§230.405 of this chapter) ~~Name~~or Rule 12b-2 of ~~each~~the ~~exchange~~Securities onExchange ~~which~~Act ~~registered~~of ~~N/A~~1934 ~~N/A~~(§240.12b-2 ~~N/A~~of this chapter).

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~~financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 21.0401 ~~Trigger~~Entry ~~Events~~into ~~That Accelerate or Increase~~ a ~~Direct~~Material ~~Financial~~Definitive ~~Obligation or an Obligation under an Off-Balance Sheet Arrangement~~Agreement.

On December 816, 2022, Altitude International Holdings, Inc. (the “Company”), ~~received a~~Altitude ~~“Notice~~Hospitality, ofLLC ~~Events~~and ofTrident ~~Default;~~Water, ~~Reservation~~LLC ofentered ~~Rights;~~into ~~and~~an ~~Notice~~“Acknowledgment ofand ~~Default~~Consent ~~Interest Accrual~~Agreement” ~~letter~~ (the “~~Notice~~Consent Agreement”) with ~~from~~ FVP Servicing, LLC, (“FVP”), the administrative agent for certain lenders., ~~The~~and ~~Notice relates to that~~ certain ~~Amended~~lenders ~~and Restated Loan Agreement~~ (the “~~Loan Agreement~~Lenders”). ~~executed~~The onConsent ~~September~~Agreement 2,relates ~~2022,~~to bya ~~and~~default ~~between~~by the Company, ~~Altitude~~under ~~Hospitality,~~that ~~LLC~~certain Amended and ~~Trident~~Restated ~~Water,~~Loan ~~LLC (collectively,~~Agreement (the “~~Borrowers~~Loan Agreement”)~~, the lenders party thereto and FVP under which the Borrowers borrowed Eighteen~~ ~~Million~~executed ~~Two Hundred Fifty Thousand Dollars ($18,250,000) with an interest rate per annum of SOFR (with a 2% floor) plus thirteen percent (13%) (with $15,000,000 due~~ on September 2, ~~2025 and $3,250,000 (from the previous “Original Loan” executed on April 29,~~ 2022~~) due on the earlier of (i) November 30, 2022 or (ii) the date of an uplist offering) (the “Loan”)~~. ~~The Company and its wholly owned subsidiaries guaranteed the Borrowers’ obligations under the Loan and pledged their equity and granted a security interest in all their assets.~~

~~The~~Under ~~Notice~~the ~~designates~~terms ~~two events~~ of ~~default under~~ the ~~Loan~~Consent Agreement, ~~including~~ the ~~failure~~Lenders agreed to ~~obtain~~make ~~deposit~~one ~~account~~or ~~control~~more ~~agreements and~~advances ~~failure~~ to ~~pay~~Altitude ~~the~~Hospitality, ~~Original~~LLC ~~Loan~~(or ~~amount~~directly ofto ~~$3,250,000~~any applicable payee) by ~~November 30~~disbursing, ~~2022.~~in Astheir ofsole ~~December~~and 14absolute discretion, ~~2022~~up to an aggregate amount of $1,250,000.00 ~~FVP~~of ~~has~~the ~~granted~~proceeds anof ~~extension~~the ofGrowth 90Capital ~~days~~Loan todefined ~~obtain~~in the Loan Agreement on deposit ~~account~~in ~~control~~the ~~agreements.~~Interest ~~The~~Reserve ~~parties~~Account ~~are~~(as ~~working~~defined in ~~good~~the ~~faith~~Loan Agreement) to be ~~address~~used ~~and~~solely ~~resolve~~for ~~the events~~working capital expenditures of ~~default~~Altitude Hospitality, LLC.

~~The~~In ~~Notice~~exchange ~~declared~~for ~~that~~this advance, ~~effective~~the asCompany ofand ~~November~~its 30subsidiaries acknowledged liability under the Loan Agreement, ~~2022~~waived certain rights and cure periods, ~~the~~and ~~interest~~released ~~rate~~FVP ~~under~~and the ~~Loan~~lenders ~~Agreement~~from ~~will~~claims. beThe ~~charged~~Company atalso aagreed ~~default~~to ~~interest rate~~set ofup ~~twenty~~certain ~~percent~~deposit ~~(20%)~~account ~~per~~control ~~year~~agreements and ~~until~~obtain ~~all~~collateral ~~events~~access ofagreements ~~default~~from ~~are~~its ~~cured~~landlords orwithin ~~waived~~ninety indays ~~writing~~of bythe ~~FVP~~date of the Consent Agreement.

Item 9.01 Financial Statements and Exhibits.

Exhibit No.		Description

10.1		Acknowledgment and Consent Agreement
104		Cover Page Interactive Data File (formatted as Inline XBRL)

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.

Date: December 1422, 2022

	ALTITUDE INTERNATIONAL, INC.

	By:	/s/ Gregory C. Breunich
	Name:	Gregory C. Breunich
	Title:	Chief Executive Officer

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