ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On November 1, 2021 Healthtech Solutions, Inc. ("Healthtech") entered into a binding letter of intent (the "LOI") with its subsidiaries: Healthtech Oncology, Inc. ("HoldCo") and Varian Biopharmaceuticals, Inc. ("Varian"). The LOI provides for the parties to enter into a Share Exchange Agreement and a Termination and Mutual Release Agreement with the individuals who were shareholders of HoldCo (the "Shareholders") prior to the merger implemented on May 7, 2021 pursuant to the Agreement and Plan of Merger and Reorganization dated March 30, 2021 (the "Merger Agreement").

The LOI provides that the Share Exchange Agreement will require that (a) the Shareholders deliver to Healthtech the 29,737.184 shares of Healthtech Series C Preferred Stock that the Shareholders received pursuant to the Merger Agreement and (b) Healthtech cause HoldCo to issue to the Shareholders 29,737,184 shares of Varian common stock, being all of the Varian shares owned by HoldCo. At the same time, Varian will issue to Healthtech Varian shares that will represent 5.5% of the outstanding shares of Varian upon completion of the share exchange. The LOI provides that the Termination and Mutual Release Agreement will terminate the Merger Agreement and will include general releases among the parties, except that Varian will assume responsibility for payment of certain obligations that Healthtech undertook for the benefit of Varian.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS






Exhibits

10-a Letter of Intent dated October 29, 2021 among Healthtech Solutions,

Inc., Healthtech Oncology, Inc. and Varian Biopharmaceuticals, Inc.

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