Item
8.01 Other Events.
On
March 30, 2020, Taronis Fuels, Inc. (the “Company”) will be unable to meet the filing deadline for its Annual Report
on Form 10-K (“Annual Report”) due to circumstances related to COVID-19. The Company has been unable to overcome the
burden of limited access to its facilities and support staff as a result of COVID-19. The Company’s staff has been mandated
to work from home, which has resulted in unforeseen delays and inefficiencies in the preparation of the Annual Report. Additionally,
the Company has been forced to lay off certain members of its accounting staff due to Company-wide cutbacks stemming from harsh
economic conditions related to COVID-19, which has further delayed the preparation of its Annual Report.
The
Company is relying on the SEC order under Section 36 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”),
dated March 25, 2020 (Release No. 34-88465) to extend the due date for the filing of the 10-K until May 14, 2020 (45 days after
the original due date). The Company will work diligently to comply with such requirement but, at this time, management believes
that it will need most, if not all of, the available extension period.
Supplemental
Risk Factor
The
Company is supplementing the risk factors previously disclosed in the Company’s Annual Report on Form 10-K for the year
ended December 31, 2018 and its subsequent Quarterly Reports on Form 10-Q with the following risk factor:
Public
health epidemics or outbreaks could adversely impact our business.
In
December 2019, a novel strain of coronavirus (COVID-19) emerged in Wuhan, Hubei Province, China. While initially the outbreak
was largely concentrated in China and caused significant disruptions to its economy, it has now spread to several other countries
and infections have been reported globally. The extent to which the coronavirus impacts our operations will depend on future developments,
which are highly uncertain and cannot be predicted with confidence, including the duration of the outbreak, new information which
may emerge concerning the severity of the coronavirus and the actions to contain the coronavirus or treat its impact, among others.
In particular, the continued spread of the coronavirus globally could adversely impact our operations and could have an adverse
impact on our business and our financial results.
Forward-Looking
Statements
Certain
of the statements contained in this Current Report on Form 8-K should be considered forward-looking statements within the meaning
of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation
Reform Act of 1995. These forward-looking statements may be identified by words such as “may,” “will,”
“expect,” “intend,” “anticipate,” “believe,” “estimate,” “plan,”
“project,” “could,” “should,” “would,” “continue,” “seek,”
“target,” “guidance,” “outlook,” “if current trends continue,” “optimistic,”
“forecast” and other similar words. Such statements include, but are not limited to, statements about the Company’s
plans, objectives, expectations, intentions, estimates and strategies for the future, and other statements that are not historical
facts. These forward-looking statements are based on the Company’s current objectives, beliefs and expectations, and they
are subject to significant risks and uncertainties that may cause actual results and financial position and timing of certain
events to differ materially from the information in the forward-looking statements. There may be other factors of which the Company
is not currently aware that may affect matters discussed in the forward-looking statements and may also cause actual results to
differ materially from those discussed. In particular, the consequences of the COVID-19 outbreak to economic conditions and the
industry in general and the financial position and operating results of the Company in particular have been material, are changing
rapidly, and cannot be predicted. The Company does not assume any obligation to publicly update or supplement any forward-looking
statement to reflect actual results, changes in assumptions or changes in other factors affecting these forward-looking statements
other than as required by law. Any forward-looking statements speak only as of the date hereof or as of the dates indicated in
the statement.