Item 1.01 Entry into a Material Definitive Agreement.

On September 25, 2020 the Company's wholly owned subsidiary, Predictive Laboratories, entered into a Consulting Agreement with Prophase Labs, to assist ProPhase Labs, Inc. ("ProPhase") in developing additional COVID-19 testing capacity. Proceeds from the consulting agreement were to be used to repay a $3,000,000 loan from ProPhase to the Company.

On January 14, 2021 the Company entered into an Amendment and Termination Agreement with ProPhase in which ProPhase agreed to loan the Company $1,000,000 in consideration for the Company's agreement to cancel its existing consulting agreement and to cancel any obligation of ProPhase to make further payments under the consulting agreement. The note as amended, requires that Predictive make certain prepayment based on COVID -19 test fees it collects. In addition, on each payment date commencing after September 1, 2021, Predictive will also be required to make payments in amounts equal to the greater of a.) fees to be generated from COVID-19 tests to be performed by the Company or b.) 1/36th of the outstanding principal amount of the note together with interest thereon. A copy of the Amendment and Termination Agreement is attached as an Exhibit to this current report.

Item 9.01 Financial Statements and Exhibits.

Exhibit


  No.                   Description
  10.1     Amendment and Termination Agreement. .




Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Predictive Technology Group, Inc.

Date: January 18, 2021


                       By: /s/ Bradley Robinson
                           Bradley Robinson
                           Director /Chief Executive Officer








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