HIMALAYA TECHNOLOGIES, INC (Form: 8-K/A, Received: 11/02/2022 10:25:51)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K/A

Amendment No. 1

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 28, 2022

HIMALAYA TECHNOLOGIES, INC.

(Exact name of Registrant as specified in its Charter)

nevada

000-55282

26-0841675

(State or other authority

of incorporation)

(Commission

File No.)

(IRS Employer

Identification No.)

1 E Erie St, Ste 525 Unit #2420, Chicago, IL 60611

(Address of principal executive offices)

(630) 708-0750

(Registrant’s Telephone Number)

(Former name or 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
Common		HMLA		OTC PINK

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2) ☒

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 ☒

Himalaya Technologies, Inc. p/k/a Homeland Resources Ltd. is referred to herein as “Himalaya”, “we”, “us”, or “the Company”.

Background

This Amendment to Form 8-K filed November 1, 2022 clarifies the planned acquisition of a Midwest software provider as under a Definitive Agreement. The names of the Target and its service providers have been redacted as required by a mutually signed non-disclosure agreement (“NDA”).

Item 1.01 Entry into a Material Definitive Agreement.

On October 28, 2022, we signed a binding purchase agreement to acquire the assets of a training software provider based in the Midwest and founded in 1980 (the “Target”) that creates customized training programs for its clients. The Target specializes in helping companies in various agricultural sectors as well as food manufacturers and processors. Primary markets for the Target include the following: 1) Ag crop inputs manufactures and distributors: crop inputs, seed, and equipment, and 2) Ag Retailers: cooperatives and private/public owned retail ag companies. Secondary markets for the Target include the following: 1) Animal Health and nutrition (AH) manufactures and distributors, and 2) Food manufacturers/processors. Over the past few years, the Target generated annual revenues of roughly $500,000 in agriculture/food markets. The business can expand to multiple additional industry verticals including manufacturing, health, and education. Total agreed purchase price is up to $280,000, including $120,000 cash due on closing by November 30, 2022, subject to extension, promissory notes of $70,000 due January 1, 2023 and $40,000 due January 1, 2024, and a $50,000 performance based earnout. We are in discussions with our minority investment, The Agrarian Group LLC, to expand the Target to the local grow and micro cultivation market, and with FOMO CORP’s subsidiary SMARTSolution Technologies LP to expand the business into the K12 and post-secondary education market and SST’s core region of Western Pennsylvania, Eastern Ohio, and West Virginia. There are no assurances that we will be able to finance the transaction given current market conditions or under the agreed timeline. The names of the Target and its service providers for the transaction have been redacted under the terms of a mutually signed non-disclosure (“NDA”) agreement.

Item 8.01 Other Events.

A press release with additional disclosures and information on the planned transaction was released today and is attached herein as Exhibit 10.1.

Item 9.01. Exhibits

(d) Exhibits. The following exhibits are filed with this Current Report on Form 8-K:

Exhibit No.		Description
10.1		Himalaya Announces Training Software Provider Acquisition Press Release - November 2, 2022
10.4		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

	HIMALAYA TECHNOLOGIES, INC.

Date: November 2, 2022	By:	/s/ Vikram Grover
		Vikram Grover
		Chief Executive Officer

Exhibit 10.1

HIMALAYA TO ACQUIRE PROFITABLE TRAINING SOFTWARE PROVIDER

Chicago, IL, November 2, 2022 – Himalaya Technologies, Inc. (OTC: HMLA) has signed a binding purchase agreement to acquire the assets of a training software provider (the “Target”) that creates customized programs for its clients. The Target specializes in helping companies in various agricultural sectors as well as food manufacturers and processors. It is a leader in online learning, digital marketing education content and management platform services for business and industry. The Target’s sales, customer service, and leadership content and delivery systems are designed to fit adult learning preferences, engage target audiences, and enhance knowledge transfer and skills development that are critical to industries often subject to regulation and oversight. Its safety and quality inspection and management systems train and test employees, provide documentation of compliance and corrective actions, result in risk mitigation, and reduce unsafe and non-conforming actions and behaviors.

Over the past few years, the Target, which was founded in the Midwest in 1980, generated profitable annual revenues of several hundred thousand dollars primarily in agriculture and food markets. The entity, whose run rate is currently returning to pre-pandemic levels, is well positioned to expand to multiple significant additional industry verticals including manufacturing, healthcare, and education and move into new regions across the United States both organically and through industry consolidation. The total agreed purchase price is up to $280,000, including $120,000 cash due on closing by November 30, 2022, promissory notes of $70,000 due January 1, 2023 and $40,000 due January 1, 2024, and a $50,000 performance based earnout. Himalaya is in discussions with its minority AgTech investment, The Agrarian Group LLC, to expand the Target’s model to local grow and indoor cultivation markets, and with SMARTSolution Technologies LP, a subsidiary of Himalaya’s affiliate FOMO CORP. (OTC: FOMC), to target K12 and post-secondary education markets. Management, which has agreed to operate the business for an extended period of time, envisions other applications and licensing opportunities that can accelerate growth.

Said Vik Grover, Himalaya’s CEO: “This planned transaction provides our Company accretive revenues and margin, a platform for growth and expansion into high growth markets, and potential synergies with our portfolio of investments and for our affiliate Company FOMO CORP.’s education technology and clean technology subsidiaries. We intend to build off this Target’s critical mass and rolodex in agriculture and food markets and expand into new verticals to multiply its scope and scale.”

About Himalaya Technologies, Inc.

Himalaya Technologies, Inc. (https://www.himalayatechnologies.com/) is a health and wellness incubator making growth investments. The Company owns the following:

●	100.0% of KANAB CORP., owner and operator of Kanab Club (https://www.kanab.club/), a cannabis social network,
●	19.9% of GenBio, Inc. (https://genbioinc.com/), a biotech and nutraceutical research and development company, and
●	19.9% of The Agrarian Group LLC (https://www.theagrariangroup.com/), a provider of AgTech systems and software developing a supply chain marketplace for food and agriculture.

Himalaya, formerly known as Homeland Resources Ltd., itself is a minority investment of FOMO CORP. (OTC: FOMC; https://www.fomoworldwide.com/), a technology business accelerator with a portfolio in clean building solutions and other investments.

Forward Looking Statements:

Statements in this press release about our future expectations, including without limitation, the likelihood that Himalaya Technologies, Inc. will be able to meet minimum sales expectations, be successful and profitable in the market, bring significant value to Himalaya’s stockholders, and leverage capital markets to execute its growth strategy, constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and as that term is defined in the Private Litigation Reform Act of 1995. Such forward-looking statements involve risks and uncertainties and are subject to change at any time, and our actual results could differ materially from expected results. The Company undertakes no obligation to update or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this statement or to reflect the occurrence of unanticipated events, except as required by law. Himalaya’s business strategy described in this press release is subject to innumerable risks, most significantly, whether the Company is successful in securing adequate financing. No information in this press release should be construed in any form shape or manner as an indication of the Company’s future revenues, financial condition, or stock price, nor is it a solicitation for investment.

Investor Contact:

Investor Relations

(630) 708-0750

IR@himalayatechnologies.com