---
schema_version: "secwatch.filing_event.v1"
accession: "0001683168-23-005902"
form_type: "8-K"
ticker: "ODYY"
cik: "0001626644"
company_name: "Odyssey Health, Inc."
filed_at: "2023-08-18T23:59:59+00:00"
generated_at: "2026-06-11T06:57:15.443026+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.5
calibrated_materiality_score: 0.5
confidence: "high"
source: SEC EDGAR
---

# Odyssey Health issues $500K convertible note with warrants tied to Spinco IPO

## Summary
- Note purchase agreement with two accredited investors for $500,000 principal amount.
- Note due 12 months from execution or upon completion of a Senior Exchange Listing of Spinco.
- 12% annual interest; convertible into Spinco common stock at 70% of Spinco's IPO price.
- Warrants permit purchase of 200% of loan amount divided by Spinco IPO price.
- Proceeds to fund uplist pursuit, legal, and general working capital.

## SEC filing metadata
- accession: 0001683168-23-005902
- form_type: 8-K
- ticker: ODYY
- cik: 0001626644
- company_name: Odyssey Health, Inc.
- filed_at: 2023-08-18T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.5
- calibrated_materiality_score: 0.5
- confidence: high
- sec_items: 1.01, 2.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1626644/000168316823005902/0001683168-23-005902-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1626644/000168316823005902/odyssey_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001683168-23-005902
- JSON: https://secwatch.observer/filing/0001683168-23-005902.json
- Plain text: https://secwatch.observer/filing/0001683168-23-005902.txt

## Key facts
- Debt Financings
  Odyssey Health, Inc. incurred convertible notes of five hundred thousand ($500,000) with two accredited investors at 12% per annum maturing the later of twelve (12) months from execution or completion of a Senior Exchange Listing of the Company or a Company Spinout ("Spinco") of its ONP Technology.
  - Instrument: convertible notes
  - Principal: five hundred thousand ($500,000)
  - Counterparty: two accredited investors
  - Rate: 12% per annum
  - Maturity: the later of twelve (12) months from execution or completion of a Senior Exchange Listing of the Company or a Company Spinout ("Spinco") of its ONP Technology
  - Event: incurrence
  source text: desires to issue and sell, as set forth in the NPA (i) a Convertible Promissory Note of the Company, (the “Note”), in aggregate principal amount of five hundred thousand ($500,000), (the “Loan Amount”), (ii) due and payable in full on or after the later of twelve (12) months from execution or completion of a Senior Exchange Listing of the Company or a
  evidence_url: https://www.sec.gov/Archives/edgar/data/1626644/000168316823005902/0001683168-23-005902-index.htm
- Material Agreements
  Odyssey Health, Inc. entered into Note Purchase Agreement with two accredited investors valued at aggregate principal amount of five hundred thousand ($500,000) (effective 2023-08-15).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: two accredited investors
  - Value: aggregate principal amount of five hundred thousand ($500,000)
  - Effective: 2023-08-15
  source text: On August 15, 2023, Odyssey Health, Inc., f/k/a Odyssey Group International, Inc. (the “Company”) entered into a Note Purchase Agreement (the “NPA”) with two accredited investors.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1626644/000168316823005902/0001683168-23-005902-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.