Item 8.01 Other Events.

On January 17, 2022, NovAccess Global Inc. ("NovAccess" or the "company") reached an agreement in principle with our chairman of the board Daniel G. Martin to redeem the 25,000 preferred shares of NovAccess held by TN3, LLC, a company owned by Mr. Martin. Each share of preferred stock is convertible at the option of TN3 into 10,000 shares of our common stock and entitles TN3 to cast 40,000 votes on any action presented to our shareholders.

To redeem the preferred shares, we would issue to TN3 unregistered common shares equal to 10% of the outstanding common stock of NovAccess. Currently, 10% of the company's outstanding stock equals 1,455,170 shares. Pursuant to their terms, the preferred shares are convertible into 250,000,000 shares of common stock.

In addition to issuing common stock to TN3, we would pay TN3 a total of $250,000 over a period of ten months, with payment accelerated if the company raises significant capital. Currently, we owe TN3 $370,852 under a management services agreement. TN3 would agree to forgo these amounts and the parties would terminate the management agreement.

Upon completion of the redemption, there would be no shares of NovAccess preferred stock outstanding. However, we are in discussions with our chief executive officer Dwain K. Morris-Irvin for Dr. Morris to acquire up to 600 of the preferred shares.

The proposed redemption of the preferred stock is subject to various conditions, including the parties reaching a definitive agreement, and we cannot guaranty when or if the redemption will be completed. If we reach a definitive agreement with Mr. Martin, we will issue more detailed disclosure concerning the agreement and transaction.

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