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EX-10.1 - EXHIBIT 10.1 - TARONIS TECHNOLOGIES, INC.v476537_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):  October 2, 2017

 

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.)

 

11885 44th Street North

Clearwater, FL 33762

(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))

 

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. x

 

 

 

 

 

 

 

Item 1.01 Entry into a Material Definitive Agreement.

 

On October 2, 2017, MagneGas Corporation (the “Company”) entered into an “Assignment of Purchase Agreement” (the “Assignment”) with its wholly owned subsidiary MagneGas Energy Solutions, LLC (“Subsidiary”). Under the terms of the Assignment, the Company’s wholly owned Subsidiary shall assume the position of the Company in that certain “MagneGas Systems Purchase Agreement” entered into between the Company and Talon Ventures & Consulting GmbH, on December 30, 2016 (“Purchase Agreement”). For more information regarding the Purchase Agreement, please refer to the Company’s Current Reports on Form 8-K filed with the Securities and Exchange Commission (“SEC”) on January 5, 2017 and May 9, 2017.

 

The above description of the Assignment does not purport to be complete and is qualified in its entirety by the full text of such Assignment, which is attached hereto as Exhibit 10.1.

 

Item 9.01  Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No. Description
   
10.1 Form of Assignment  

 

 

 

 

  

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: October 2, 2017

 

  MAGNEGAS CORPORATION  
   
  /s/Ermanno Santilli
  By: Ermanno Santilli
  Its:  Chief Executive Officer