Current Report Filing (8-k)
January 11 2021 - 1:40PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported): January 11, 2021
TARONIS
FUELS, INC.
(Exact
name of registrant as specified in its charter)
Delaware
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000-56101
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32-0547454
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(IRS
Employee
Identification
No.)
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24980
N. 83rd Avenue, Suite 100
Peoria,
AZ 85383
(Address
of principal executive offices) (Zip Code)
(866)
370-3835
Registrant’s
telephone number, including area code:
N/A
(Former
name or former address, if changed since last report.)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see General Instruction A.2. below):
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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None
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N/A
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N/A
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company [X]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
CAUTIONARY
NOTE REGARDING FORWARD-LOOKING STATEMENTS
This
Current Report on Form 8-K (including the recordings referred to herein) contains statements with respect to us which constitute
‘‘forward-looking statements’’ within the meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended, and are intended to be covered by the ‘‘safe harbor’’
created by those sections. Forward-looking statements, which are based on certain assumptions and reflect our plans, estimates
and beliefs, can generally be identified by the use of forward-looking terms such as “believes,” “expects,”
“may,” “will,” “should,” “could,” “seek,” “intends,” “plans,”
“estimates,” “anticipates,” “projects,” “would,” or other comparable terms. These
forward-looking statements include, but are not limited to, statements concerning future events, our future financial performance
and results, business strategy and plans, liquidity, our ability to up list onto a national stock exchange, the outcome of any
investigations into allegations against our senior management, and objectives of management for future operations. Our actual
events, outcomes, and results could differ materially from those discussed in any forward-looking statements we make. Factors
that could cause or contribute to these differences include those discussed in “Risk Factors” that we disclose in
our filings with the Securities and Exchange Commission, and presently unknown risks or uncertainties that may arise in the future.
We
caution readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date they are
made. We disclaim any obligation, except as specifically required by law and the rules of the Securities and Exchange Commission,
to publicly update or revise any such statements to reflect any change in company expectations or in events, conditions or circumstances
on which any such statements may be based, or that may affect the likelihood that actual results will differ from those set forth
in the forward-looking statements.
You
should read this Form 8-K and listen to the recording referred to herein completely and with the understanding that our actual
future events, outcomes, and results may be materially different from what we currently expect. You should assume that the information
appearing in this Form 8-K and the recording referred to herein is accurate as of the date on the cover of this Form 8-K only.
Our business, financial condition, results of operations and prospects may change. We may not update these forward-looking statements,
even though our situation may change in the future, unless we have obligations under the federal securities laws to update and
disclose material developments related to previously disclosed information. We qualify all of the information presented in this
Form 8-K and the recording referred to herein, and particularly our forward-looking statements, by these cautionary statements.
Item
2.02. Results of Operations and Financial Condition.
The
information required by this Item 2.02 is included in Item 7.01 below and incorporated herein by reference.
The
information contained in this Item 2.02 or otherwise incorporated by reference herein, shall not be deemed to be “filed”
for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise
subject to the liabilities of that section, and such information is not incorporated by reference into any registration statements
or other document filed under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act,
regardless of the general incorporation language contained in such filing, except as shall be expressly set forth by specific
reference to this filing.
Item
7.01. Regulation FD Disclosure.
On
January 11, 2021 at 10 a.m. Eastern Time, Taronis Fuels, Inc. (the “Company”) held a shareholder town hall at which
the Company’s management provided a brief update on the Company’s business operations, preliminary results of operations
for 2020, and a financial outlook for the first half of fiscal 2021. A recording of the conference call is available at https://www.webcast-eqs.com/taronis20210111/en,
which can also be found on the Company’s website at www.taronisfuels.com under the investor relations tab. The recording
will be available for twenty-four (24) months.
The
information contained in this Item 7.01 or otherwise incorporated by reference herein, shall not be deemed to be “filed”
for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, and such information
is not incorporated by reference into any registration statements or other document filed under the Securities Act or the Exchange
Act, regardless of the general incorporation language contained in such filing, except as shall be expressly set forth by specific
reference to this filing.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Date:
January 11, 2021
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TARONIS
FUELS, INC.
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By:
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/s/
Scott Mahoney
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Name:
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Scott
Mahoney
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Title:
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Chief
Executive Officer
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Taronis Fuels (CE) (USOTC:TRNF)
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