Item 1.01 Entry into a Material Definitive Agreement.

On February 28, 2022, FOMO entered into a Promissory Note for up to $1,000,000 with Thermo Communications Funding, LLC. The loan is secured by all of the assets of FOMO including SMARTsolution Technologies LP ("SST"), IAQ Technologies, LLC, Energy Intelligence Center LLC, and various investment assets of the Company. Furthering the closing, FOMO's CEO Vikram Grover signed a limited recourse guaranty providing personal guaranties to support the loan. Proceeds were used to retire existing debt obligations of SST and to pay broker fees.

Item 2.01 Completion of Acquisition or Disposition of Assets.

On February 28, 2022, FOMO closed the acquisition of SMARTSolution Technologies L.P. and affiliates ("SST") for consideration of one (1) million Series B Preferred Shares convertible into one (1) billion common shares issued to Mitchell Schwartz and SMARTSolution Technologies Inc. As a separate transaction not part of the consideration, FOMO has issued three hundred million (300) common stock purchase warrants with a three (3) year expiration and $0.001 exercise price issued to SST employees as an incentive. As part of the transaction, FOMO is refinancing several hundred thousand dollars of SST debt using an asset backed non-dilutive loan from an institutional investor of up to one (1) million dollars. Closing acquisition documents are attached as Exhibit 10.1 herein.





Item 9.01. Exhibits.

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





Exhibit No.   Description
10.1            FOMO CORP. SST Closing Acquisition Document - February 28, 2022*
10.2            FOMO CORP. Thermo Communications Funding Promissory Note -
              February 28, 2022*
10.3            FOMO CORP. Thermo Communications Funding Loan and Security
              Agreement - February 28, 2022*
10.4            Vikram Grover Limited Recourse Guaranty - February 28, 2022*
10.5            Mitchell Schwartz Employment Agreement - February 28, 2022*
10.6            Employee Warrant Agreement*
10.7            FOMO CORP. Certificate of Determination Series B Preferred
              shares*
10.8            SMARTSolution Technologies L.P. and SMARTSolution Technologies
              Inc. (together "SST"): 2021-2022 Audited Financial Statements and
              Footnotes
104           Cover Page Interactive Data File (embedded within the Inline XBRL
              document)

*Previously filed.

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