Item 1.01 Entry into a Material Definitive Agreement.

Plan and Agreement of Merger

On March 14, 2022, Good Hemp, Inc. (the "Company") entered into a Plan and Agreement of Merger dated March 9, 2022 (the "Merger Agreement"), with Restoration Artechs, Inc., a California corporation ("Restoration"), pursuant to which a wholly-owned subsidiary of the Company will merge (the "Merger") with and into Restoration, with Restoration becoming our wholly-owned subsidiary after the Merger.

Pursuant to the Merger Agreement, 25,000,000 shares of Company common stock will be issued to the shareholder of Restoration in the Merger. Merger closing is to occur upon the satisfaction of several conditions, including (i) customary closing conditions, including the receipt of necessary approval from each of the Company and Restoration, the accuracy of the representations and warranties of the other party, performance by the other party of its obligations under the Merger Agreement, and the absence of any material adverse changes in the condition of the other party, and (ii) the reformation of promissory notes payable to our current management. Our management sees no impediment to the consummation of the Merger.

The representations, warranties and covenants of each party set forth in the Merger Agreement have been made only for the purposes of, and were and are solely for the benefit of the parties to, the Merger Agreement, may be subject to limitations agreed upon by the contracting parties, including being qualified by confidential disclosures made for the purposes of allocating contractual risk between the parties to the Merger Agreement instead of establishing these matters as facts, and may be subject to standards of materiality applicable to the contracting parties that differ from those applicable to investors. Accordingly, the representations and warranties may not describe the actual state of affairs at the date they were made or at any other time, and investors should not rely on them as statements of fact. In addition, such representations and warranties (i) will not survive consummation of the Merger, and (ii) were made only as of the date of the Merger Agreement or such other date as is specified in the Merger Agreement. Moreover, information concerning the subject matter of the representations and warranties may change after the date of the Merger Agreement, which subsequent information may or may not be fully reflected in the parties' public disclosures. Accordingly, the Merger Agreement is included with this filing only to provide investors with information regarding the terms of the Merger Agreement, and not to provide investors with any factual information regarding the Company or Restoration, their respective affiliates or their respective businesses.

The foregoing description of the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Merger Agreement, which is attached hereto as Exhibit 2.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.





Exhibit No.   Description
  2.1#          Plan and Agreement of Merger among Good Hemp, Inc., Good Hemp Name
              Change Subsidiary 2, Inc. and Restoration Artechs, Inc.
104           Cover Page Interactive Data File (embedded within the Inline XBRL
              document)



#Certain schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule or Exhibit will be furnished supplementally to the Securities and Exchange Commission upon request; provided, however that Good Hemp, Inc. may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, for any schedule or Exhibit so furnished.






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