Item 1.01            ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On October 1, 2021, the Board of Directors of Hammer Fiber Optics Holdings Corp.
(the "Company") entered into a Debt Conversion Agreement with Investor and
Non-Executive Director Michael A. Sevell. As per the terms of the Debt
Conversion Agreement, the Company has resolved its indebtedness to Mr. Sevell,
by authorizing the conversion of the Company's $5,272,500 debt to him into
1,757,500 shares of HMMR Common Stock at a price of $3 per share.

The foregoing provides only brief descriptions of the material terms of the Debt
Conversion Agreement and does not purport to be a complete description of the
rights and obligations of the parties thereunder, and such descriptions are
qualified in their entirety by reference to the full text of the forms of the
Debt Conversion Agreement filed as an exhibit to this Current Report on Form
8-K, and are incorporated herein by reference.


Item 3.02 UNREGISTERED SALES OF EQUITY SECURITIES

The shares to be issued under the Debt Conversion Agreement will be issued in private placements in reliance upon the exemption from the registration requirements set forth in Section 4(a)(2) of the Securities Act of 1933, as amended, and Rule 506 of Regulation D promulgated thereunder.

The information disclosed under Item 1.01 is incorporated into this Item 3.02 in its entirety.

Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits Descriptions

99.1 Debt Conversion Agreement, Dated October 1, 2021 by and among the Company and Michael A. Sevell

99.2 Press Release Hammer Stock Valued at $3 Per Share in Latest Round of Debt Resolution Signaling


             Strong Confidence in Firm's Pivot to Global Fintech Strategy






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