Attached files

file filename
EX-99.1 - EXHIBIT 99.1 - TARONIS TECHNOLOGIES, INC.v416131_ex99-1.htm
EX-10.1 - EXHIBIT 10.1 - TARONIS TECHNOLOGIES, INC.v416131_ex10-1.htm

 

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):  July 21, 2015

 

MAGNEGAS CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware   001-35586   26-0250418

(State or other jurisdiction of

incorporation)

  (Commission File Number)   (IRS Employee Identification No.)

 

150 Rainville Road

Tarpon Springs, FL 34689

 (Address of principal executive offices)(Zip Code)

 

Registrant’s telephone number, including area code: (727) 934-3448

 

Not applicable

 (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):

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

  

 
 

 

Item 1.01 Entry into a Material Definitive Agreement.

 

On July 21, 2015, MagneGas Corporation (the “Company”) finalized a Memorandum of Understanding with Greeen Gas Supply, L.L.C. (“Green Gas”), (the “MOU”). The MOU was signed on July 17, 2015, however, the MOU did not become binding until Green Gas paid a non-refundable deposit of $10,000 to the Company on July 21. The MOU calls for the Company and Green Gas, within 90 days of the MOU’s execution, to sign definitive documents with the terms to include but not be limited to the following: (1) Green Gas will purchase a $550,000 Plasma-Arc Gasification system for the production of MagneGas2®; (2) a new joint venture company will be established in Louisiana to own and operate MagneGas® gasification systems to produce and sell MagneGas2® into the metal cutting market; and (3) the Company will own 50% of the new entity and will receive minimum royalty payments of 5% of gross revenue plus equal profit sharing rights.

 

The foregoing description of the terms of the MOU are qualified in its entirety by reference to the provisions of the MOU filed as Exhibit 10.1 to this Current Report on Form 8-K, which is incorporated by reference herein.

 

Item 8.01 Other Events.

 

On July 24, 2015, the Company issued a press release with regard to the MOU. The press release is filed as Exhibit 99.1 and is incorporated by reference herein.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit
No.
  Description
Exhibit 10.1   MOU with Green Gas Supply, L.L.C., dated July 16, 2015.
Exhibit 99.1   Press Release Announcing MagneGas Receives First Gasification Equipment Order from U.S. for $550,000; Forms Joint Venture for Major Expansion, dated July 24, 2015.

 

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.

 

  MAGNEGAS CORPORATION  
     
Date: July 24, 2015 By: /s/ Ermanno Santilli  
    Ermanno Santilli  
    Chief Executive Officer