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): February 1621, 2022

REDHAWK HOLDINGS CORP.

(Exact name of registrant as specified in its charter)

Nevada	000-54323	20-3866475
(State or other jurisdiction of incorporation)	(Commission File Number)	(Employer Identification No.)

100 Petroleum Drive, Suite 200, Lafayette, Louisiana 70508
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (337) 269-5933

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:

☐	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: None.

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 ~~Item 8.01~~ Entry into a Material Definitive Agreement. ~~Other Events.~~

OnThe ~~September~~Registrant ~~23,~~announced ~~2021,~~today ~~the~~that ~~United~~it ~~States~~now ~~District~~offers ~~Court~~ for ~~the~~sale ~~Eastern~~certain ~~District~~real oftime ~~Louisiana (the “Louisiana Court”) under Civil Action No. 2:17~~SARS-cvCoV2-~~819~~RT-~~B(3)~~PCR ~~(the~~clinical tests (“~~Litigation”)~~Clinical ~~granted~~Test ~~the defendants’ Motion to Enforce the settlement agreement~~Kits”) ~~entered into between the Company~~ and ~~the~~SARS-CoV-2 ~~defendants,~~Antigen ~~Daniel~~Rapid J.Self ~~Schreiber~~Tests ~~and the Daniel J. Schreiber Living Trust – Dtd 2/08/95~~ (~~collectively~~“Home ~~referred~~Test ~~to herein as “Schreiber~~Kits”). The ~~Louisiana~~Clinical ~~Court~~Test ~~ordered~~Kits ~~the~~and ~~Company~~Home toTest ~~pay~~Kits ~~Schreiber~~offered ~~the~~for ~~amount~~sale ofhave ~~$101,490.27,~~received ~~representing~~Emergency ~~primarily~~Use ~~its~~Authorization ~~calculation~~from of the ~~contractual~~United ~~interest,~~States ofFood ~~18%~~and ~~per~~Drug ~~annum,~~Administration ~~accrued~~(“FDA ~~on the outstanding principal balance of the two promissory notes issued pursuant to the settlement agreement until they were paid, plus certain costs incurred to that date~~EUA”).

~~The~~COVID-19 ~~Company~~is ~~believes~~a ~~the~~respiratory ~~Louisiana~~disease ~~Court’s~~caused ~~September~~by ~~23,~~infection ~~2021~~with ~~ruling~~SARS-CoV-2 isvirus. inCommon ~~error,~~signs ~~and~~of oninfection ~~October~~include 15respiratory symptoms, ~~2021~~fever, ~~the~~cough, breathing ~~Company~~difficulties. ~~filed~~In asevere ~~Motion for~~cases, ~~Reconsideration~~infection ~~asking~~can ~~the~~cause ~~Louisiana~~pneumonia, ~~Court~~severe toacute ~~reconsider~~respiratory ~~its~~syndrome, ~~ruling~~kidney failure and death.

OnThe ~~November~~Clinical ~~17,~~Test ~~2021~~Kits, ~~the~~manufactured ~~Company~~in ~~posted~~the aUnited ~~supersedeas bond~~States, ~~pursuant~~are tointended anfor ~~order~~the ofqualitative ~~the~~detection ~~Louisiana~~of ~~Court~~nucleic ~~granting~~acid from the ~~Company’s motion~~SARS-CoV-2 toin ~~set~~nasopharyngeal ~~that~~swabs, ~~bond~~oropharyngeal swabs and ~~stay~~sputum ~~judgment,~~from inpatients ~~the~~suspected ~~amount~~ of ~~$121,804.44~~COVID-19 by ~~from~~their ~~available~~healthcare ~~working~~provider. ~~capital~~Testing is limited to ~~stay~~laboratories certified under the ~~enforcement~~Clinical ofLaboratory ~~the~~Improvement ~~Louisiana~~Amendments of 1988 ~~Court’s~~(CLIA), ~~September~~42 23U.S.C. §263a, ~~2021~~to ~~judgment~~perform high complexity tests.

~~On January 5, 2022, the Louisiana Court denied the Company’s October 15, 2021 Motion to Reconsider.~~ The ~~next day the Louisiana Court~~ ~~granted~~Clinical inTest ~~part~~Kits are a ~~motion~~real-time ofreverse ~~Schreiber~~transcription topolymerase ~~award~~chain ~~Schreiber~~reaction antest ~~amount~~that ~~equal~~includes to the ~~reasonable~~assays ~~attorneys’ fees~~ and ~~costs~~controls ~~incurred~~for ina real ~~pursuing~~time ~~the~~RT-PCR ~~motion~~test tofor ~~enforce~~ the ~~settlement~~qualitative ~~agreement;~~detection ~~the~~of ~~Louisiana~~RNA ~~Court~~from ~~awarded~~SARS-CoV-2 ~~Schreiber these expenses but~~ in anasopharyngeal ~~lesser amount than moved for~~swab, ~~entering~~oropharyngeal aswab ~~second~~and ~~judgment~~sputum ~~dated~~specimens from ~~January~~patients 6,who ~~2022~~are ~~awarding~~suspected ~~Schreiber the amount~~ of ~~$85,035~~COVID-19.~~64.~~

OnResults ~~February~~are 8,for ~~2022,~~ the ~~Louisiana~~identification ~~Court~~of ~~granted~~SARS-CoV-2 ~~the~~RNA. ~~Company’s~~The ~~motion~~SARS-CoV-2 toRNA ~~post~~is agenerally ~~cash~~detectable ~~bond~~ in sputum and upper respiratory specimens during the ~~amount~~acute phase of ~~$102,050~~infection.82 toPositive ~~stay~~results ~~enforcement of~~are ~~this~~indicative ~~second~~of ~~judgment~~the presence of ~~January~~SARS-CoV-2 6,RNA; ~~2022~~clinical correlation with patient history and other diagnostic information is necessary to determine patient infective status.

The ~~Company~~Clinical ~~believes~~Test ~~both~~Kits ofare ~~the~~intended ~~Louisiana~~for ~~Court’s~~use ~~rulings~~by qualified and ~~judgments~~trained ~~were~~clinical inlaboratory ~~error,~~personnel sospecifically oninstructed ~~February~~and 2,trained ~~2022,~~ in the ~~Company~~techniques ~~filed a notice~~ of ~~appeal~~real-time toPCR ~~appeal the Louisiana Court’s rulings~~ and ~~judgments~~in tovitro ~~the~~diagnostic ~~United States Court of Appeals for the Fifth Circuit~~procedures.

OnThe ~~February~~Home ~~16,~~Test ~~2022,~~Kits ~~the~~are ~~parties~~one-step tolateral flow chromatographic immunoassay. The test strip in the ~~Litigation~~device includes: (i) a conjugate pad containing anti-SARS-CoV-2’s Nucleocapsid protein antibody, ~~RedHawk~~Mouse ~~and~~IgG ~~Schreiber~~antibody, ~~entered~~all ~~into~~of awhich ~~Settlement~~are ~~Agreement~~conjugated ~~and~~to ~~Release~~colloidal gold, and (~~“Release”~~ii) nitrocellulose tomembrane ~~resolve~~containing ~~all~~a ~~issues~~test ~~arising~~line ~~out~~(“T-line”) ofand ~~the~~a ~~subject~~control ~~matter~~line ~~of the Litigation~~(“C-line”).

InThe ~~consideration~~T-line ofis ~~the~~coated ~~mutual~~with ~~promises,~~anti-SARS-CoV-2’s ~~covenants~~Nucleocapsid ~~and~~protein ~~conditions contained in the Release~~antibody, ~~the~~when ~~parties entered into~~ the ~~Release,~~specimen ~~agreeing that~~is ~~Redhawk would pay Schreiber $150~~added,~~000~~ ~~consisting~~it ofmigrates aby ~~wire~~capillary ~~transfer~~diffusion rehydrating ~~from~~the ~~RedHawk~~gold ~~of $28~~conjugate,~~195.56~~ ~~and~~if ~~jointly~~present ~~filing~~in athe ~~motion~~specimen, ~~with Schreiber~~SARS-CoV-2’s ~~legal~~Nucleocapsid ~~counsel,~~protein toand ~~release~~its toantibody ~~Schreiber~~labeled ~~the~~with ~~$121,804.44 previously deposited in the registry of the Louisiana Court~~colloidal asgold aformed ~~supersedeas~~antigen-antibody ~~bond~~complexes. ~~Schreiber~~These ~~agreed~~complexes towill ~~accept~~continue ~~this~~to ~~amount~~migrate inalong ~~compromise~~the asstrip ~~payment~~until inthe ~~full~~T-line, ofwhere ~~its~~they ~~outstanding~~are ~~claims arising from~~captured by the ~~subject~~SARS-CoV-2’s ~~matter~~Nucleocapsid ofprotein ~~its~~antibody ~~motion~~generating toa ~~enforce.~~red ~~RedHawk~~violet ~~and~~line ~~Schreiber~~in ~~granted~~T-line. ~~each~~If ~~other~~the ~~broad~~specimen ~~mutual~~does ~~releases~~not ofcontain ~~all claims arising from~~SARS-CoV-2 or the ~~subject~~SARS-CoV-2 ~~matter~~is ofbelow the ~~original~~lower ~~underlying~~level, ~~lawsuit~~the ~~filed~~T-line bywill ~~RedHawk~~not ~~against Schreiber or Schreiber’s motion to enforce the settlement agreement~~appear.

~~Upon~~The ~~the~~C-line ~~parties’~~is ~~execution~~coated ofwith ~~the~~Goat ~~Release,~~anti-Mouse ~~RedHawk~~IgG ~~made~~which ~~the~~should ~~wire~~bind ~~transfer payment~~ to ~~Schreiber, care of its legal counsel, from available working capital, and authorized legal counsel to file~~ the ~~aforementioned~~gold-Mouse ~~joint~~IgG ~~motion~~antibodies –conjugate ~~to dismiss the Litigation with prejudice~~ and toform ~~release~~a ~~the~~red ~~supersedeas~~violet ~~bond~~line ~~amount to Schreiber. Assuming the Louisiana Court grants this motion and dismisses the Litigation~~regardless ~~with~~of ~~prejudice, that should conclude this proceeding, and~~ the ~~disputes~~presence ~~underlying~~of ~~it,~~SARS-CoV-2’s ~~with~~Nucleocapsid ~~finality~~protein.

The purchase of the Clinical Test Kits and the Home Test Kits is subject to certain terms and conditions including, but not limited to, product inspection, product testing, and acceptance. The agreement to purchase the Clinical Test Kits and the Home Test Kits is cancelable, among other things, upon the occurrence of material adverse changes in market conditions or the manufacturer’s loss of its FDA EUA.

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.

	REDHAWK HOLDINGS CORP.
Date: February 17, 2022	By:	/s/ G. Darcy Klug
Date: February 23, 2022	By:	/s/ G. Darcy Klug
		G. Darcy Klug
		Chief Financial Officer

Filing Compare · RedHawk Holdings Corp.