ITEM 1.01  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On November 9, 2021, pursuant to the Letter of Intent signed on November 1, 2021, Healthtech Solutions, Inc. ("Healthtech") entered into a Share Exchange Agreement (the "SEA") with its subsidiaries: Healthtech Oncology, Inc. ("HoldCo") and Varian Biopharmaceuticals, Inc. ("Varian"), as well as with the holders of the outstanding shares of Healthtech Series C Preferred Stock (the "Shareholders"). Pursuant to the SEA, (a) the Shareholders delivered to Healthtech all of the outstanding shares of Healthtech Series C Preferred Stock and (b) Healthtech caused HoldCo to transfer to the Shareholders all of the outstanding shares of Varian common stock. At the same time, Varian issued to Healthtech Varian shares that represent 5.5% of the outstanding shares of Varian upon completion of the share exchange.

ITEM 1.02 TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT

On November 9, 2021, pursuant to the Letter of Intent signed on November 1, 2021, Healthtech entered into a Termination and Mutual Release Agreement with HoldCo and Varian (the "Termination Agreement"). The Termination Agreement terminated the Agreement and Plan of Merger and Reorganization among those same parties dated March 30, 2021. The Termination Agreement also included a provision in which Varian assumes responsibility for payment of certain obligations that Healthtech undertook for the benefit of Varian.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS






Exhibits



  10-a   Share Exchange Agreement dated November 9, 2021 among Healthtech
         Solutions, Inc., Healthtech Oncology, Inc., Varian Biopharmaceuticals,
         Inc. and the holders of Healthtech Series C Preferred Stock.
  10-b   Termination and Mutual Release Agreement dated November 9, 2021 among
         Healthtech Solutions, Inc., Healthtech Oncology, Inc., and Varian
         Biopharmaceuticals, Inc.

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