Item
1.01 Entry into a Material Definitive Agreement.
Securities
Settlement Agreements
On
April 14, 2020, Taronis Technologies, Inc. (the “Company”) entered into a Securities Settlement Agreement (“SSA”)
with the counterparty set forth on the signature page thereto (the “First Holder”). Under the terms of the
SSA, the Company will issue the First Holder $50,000 of shares of the Company’s common stock, par value $0.001 per share
(the “Common Stock”) at a price of $0.13 per share (the “Offering”). The Company will not
directly receive any cash proceeds from the Offering, but outstanding indebtedness of $50,000 owed to the First Holder will be
satisfied in full. The SSA contains customary representations, warranties and agreements by us.
On
April 14, 2020, Taronis Technologies, Inc. (the “Company”) entered into a Securities Settlement Agreement (“SSA”)
with the counterparty set forth on the signature page thereto (the “Second Holder”). Under the terms of the
SSA, the Company will issue the Second Holder $175,000 of shares of the Company’s common stock, par value $0.001 per share
(the “Common Stock”) at a price of $0.13 per share (the “Offering”). The Company will not
directly receive any cash proceeds from the Offering, but outstanding indebtedness of $175,000 owed to the Second Holder will
be satisfied in full. The SSA contains customary representations, warranties and agreements by us.
On
April 14, 2020, Taronis Technologies, Inc. (the “Company”) entered into a Securities Settlement Agreement (“SSA”)
with the counterparty set forth on the signature page thereto (the “Third Holder”). Under the terms of the
SSA, the Company will issue the Third Holder $168,750 of shares of the Company’s common stock, par value $0.001 per share
(the “Common Stock”) at a price of $0.13 per share (the “Offering”). The Company will not
directly receive any cash proceeds from the Offering, but outstanding indebtedness of $168,750 owed to the Third Holder will be
satisfied in full. The SSA contains customary representations, warranties and agreements by us.
On
April 14, 2020, Taronis Technologies, Inc. (the “Company”) entered into a Securities Settlement Agreement (“SSA”)
with the counterparty set forth on the signature page thereto (the “Fourth Holder”). Under the terms of the
SSA, the Company will issue the Fourth Holder $131,196.49 of shares of the Company’s common stock, par value $0.001 per
share (the “Common Stock”) at a price of $0.13 per share (the “Offering”). The Company will
not directly receive any cash proceeds from the Offering, but outstanding indebtedness of $131,196.49 owed to the Fourth Holder
will be satisfied in full. The SSA contains customary representations, warranties and agreements by us.
The
issuance of the 4,038,051 shares of Common Stock, in the aggregate, at a price of $0.13 per share, is being made pursuant to a
prospectus supplement, which will be filed with the Securities and Exchange Commission (the “SEC”) on or about April
15, 2020, and accompanying base prospectus relating to the Company’s shelf registration statement on Form S-3 (File No.
333-230854), which was declared effective by the SEC on April 24, 2019.
The
above description of each of the SSAs does not purport to be complete and is qualified in their entirety by the full text of the
“form of” SSA, which is incorporated herein and attached hereto as Exhibit 10.1.
A
copy of the opinion of our Legal Counsel relating to the legality of the issuance and sale of the Common Stock in the Offering
is attached as Exhibit 5.1 hereto.