Item
8.01. Other Events.
Cancer
Genetics, Inc. (the “Company”) will be relying on the Securities and Exchange Commission’s Order under Section
36 of the Securities Exchange Act of 1934 Granting Exemptions From Specified Provisions of the Exchange Act and Certain Rules
Thereunder dated March 4, 2020 (Release No. 34-88465) (the “Order”) to delay the filing of its Annual Report on Form
10-K for the year ended December 31, 2019 (the “Report”) due to the circumstances related to COVID-19. In particular,
COVID-19 has caused severe disruptions in critical personnel’s transportation and limited access to the Company’s
facilities in Rutherford, New Jersey (just outside of Manhattan) negatively impacting the ability of its staff and professional
advisors to perform their various functions. This has, in turn, delayed the Company’s ability to complete its audit and
prepare the Report. Notwithstanding the foregoing, the Company expects to file the Report no later than May 14, 2020 (which is
45 days from the Report’s original filing deadline of March 30, 2020).
In
light of the current COVID-19 pandemic, the Company will be including the following Risk Factor in its Report:
Our
business is subject to risks arising from epidemic diseases, such as the recent global outbreak of the COVID-19 coronavirus.
The
recent outbreak of the novel coronavirus, COVID-19, which has been declared by the World Health Organization to be a pandemic,
has spread across the globe and is impacting worldwide economic activity. A pandemic, including COVID-19 or other public health
epidemic, poses the risk that we or our employees, contractors, suppliers, courier delivery services and other partners may be
prevented from conducting business activities for an indefinite period of time, including due to spread of the disease within
these groups or due to shutdowns that may be requested or mandated by governmental authorities. While it is not possible at this
time to estimate the impact that COVID-19 could have on our business, the COVID-19 pandemic and mitigation measures have had and
may continue to have an adverse impact on global economic conditions which could have an adverse effect on our business and financial
condition, including impairing our ability to raise capital when needed.
For
instance, the continued spread of COVID-19 and the measures taken by the governments of countries affected could disrupt the supply
chain of material needed for our Discovery Services and could delay future projects from commencing due to COVID-19 related impacts
on the demand for our services and therefore have a material adverse effect on our business, financial condition and results of
operations.
In
addition, our corporate and accounting functions are located in New Jersey and currently subject to a shelter-in-place mandate
and our U.S. based preclinical laboratory is located in Pennsylvania and subject to a stay-at-home order and many of our customers
worldwide are similarly impacted. As a healthcare provider and in compliance with the shelter-in-place and stay-at-home mandates,
we are allowed access to facilities by essential personnel in order to continue to provide critical services in the development
of new therapies and the fight against cancer. We are still providing Discovery Services, and we have yet to experience a slowdown
in our project work. However, in the future, many projects may be significantly delayed. The global outbreak of COVID-19 continues
to rapidly evolve, and the extent to which COVID-19 may impact our business, results of operations and financial position will
depend on future developments, which are highly uncertain and cannot be predicted with confidence, such as the ultimate geographic
spread of the disease, the duration of the outbreak, travel restrictions and social distancing in the United States and other
countries, business closures or business disruptions, and the effectiveness of actions taken in the United States and other countries
to contain and treat the disease.
Also,
it may hamper our efforts to provide our investors with timely information and comply with our filing obligations with the Securities
and Exchange Commission.
Cautionary
Note Regarding Forward-Looking Statements
This
Current Report on Form 8-K contains statements as to the Company’s beliefs and expectations of the outcome of future events
that are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. You can identify these
statements by the fact that they do not relate strictly to historical or current facts. Examples of these statements include,
but are not limited to, statements regarding the anticipated impact of the COVID-19 outbreak on travel and physical locations,
and the anticipated impact of such outbreak on our results of operations. These forward-looking statements are subject to risks
and uncertainties that could cause actual results to differ materially from the statements made. These risks and uncertainties
include, but are not limited to, the effects of the COVID-19 outbreak, including levels of consumer, business and economic confidence
generally. The duration of the COVID-19 outbreak and severity of such outbreak, the pace of recovery following the COVID-19 outbreak,
the effect on our supply chain, our ability to implement cost containment and business recovery strategies; and the adverse effects
of the COVID-19 outbreak on our business or the market price of our common stock and the risk factors described in our Annual
Report on Form 10-K for the year ended December 31, 2018 and our subsequent filings with the U.S. Securities and Exchange Commission,
including subsequent quarterly reports on Forms 10-Q and current reports on Form 8-K are uncertain. Except as required by law,
the Company does not undertake any obligation to release publicly any revisions to forward-looking statements made by it to reflect
events or circumstances occurring after the date hereof or the occurrence of unanticipated events.