Section 8.01 Other Events.

On April 18, 2022, PolarityTE, Inc. (the “Company”), has filed a current report on Form 8-K stating that the April 14, 2022:

  ? Utah CRO Services, Inc., a Nevada corporation and a direct subsidiary of the
    Company ("Utah CRO"), entered into a Stock Purchase Agreement (the "Stock
    Agreement") with an unrelated third party ("Buyer"), pursuant to which Utah
    CRO agreed to sell all the outstanding shares of the capital stock of IBEX
    Preclinical Research, Inc., the subsidiary through which the Company offered
    research and veterinary sciences services ("IBEX") to Buyer in exchange for an
    unsecured promissory note in the principal amount of $400,000 bearing simple
    interest at the rate of 10% per annum payable interest only on a quarterly
    basis and all principal and remaining accrued interest due on the five-year
    anniversary of the closing of the sale; and

  ? IBEX Property LLC, a Nevada limited liability company and wholly owned
    subsidiary of Utah CRO ("IBEX Property"), entered into a Real Estate Purchase
    and Sale Agreement (the "Real Estate Agreement") with another unrelated third
    party ("Purchaser") pursuant to which IBEX Property agreed to sell to
    Purchaser two unencumbered parcels of real property in Cache County, Utah,
    consisting of approximately 1.75 combined gross acres of land, together with
    the buildings, structures, fixtures, and personal property located at 1072
    West RSI Drive, Logan, Utah (the "Property"), which was is leased by IBEX
    Property to IBEX for IBEX to conduct its preclinical research and veterinary
    sciences business at a gross purchase price of $2.8 million payable in cash at
    closing of the transaction.


On April 28, 2022, the parties to the Exchange Agreement and the Real Estate Agreement have executed the documents required to close the contemplated transactions and the funds necessary to close the transaction under the Real Estate Agreement have been deposited with the securities company responsible for the fence. Title deeds have been registered and funds disbursed to April 29, 2022.

As a result of the transactions described above, the Company and its subsidiaries are no longer engaged in the business of providing preclinical research and veterinary services, Utah CRO now holds the promissory note described above in the amount principal of $400,000which was the consideration for the sale of IBEX common stock, and the Company received on behalf of IBEX Property net cash proceeds of $2.57 million, after deducting closing costs and advisory fees, from the sale of the property under the real estate contract. The Company has assessed the transaction and has concluded that the disposal of IBEX and the Property is not “meaningful” according to the criteria set forth in Rule 11-01(b) of Regulation SX.

Item 9.01 Financial statements and supporting documents.

(d) Exhibits.

Exhibit No.   Description

10.1            Stock Purchase Agreement between Utah CRO Services, Inc., and JP
              Lawrence Biomedical, Inc., dated April 14, 2022 (incorporated by
              reference to Exhibit 10.1 to our Form 8-K filed with the SEC on
              April 18, 2022)
10.2            Real Estate Purchase and Sale Agreement between IBEX Property LLC,
              and JP Lawrence Land and Building LLC, dated April 14, 2022
              (incorporated by reference to Exhibit 10.2 to our Form 8-K filed
              with the SEC on April 18, 2022)
10.3            Promissory Note in the Principal Amount of $400,000 dated April
              28, 2022
104           Cover Page Interactive Data File, formatted in Inline XBRL

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