Item
8.01 Other Events.
Due
to the outbreak of coronavirus disease 2019 (“COVID-19”), Generation Alpha, Inc. (the “Company”)
is filing this Current Report on Form 8-K to avail itself of an extension to file its Quarterly Report on Form 10-Q for the quarter
ended March 31, 2020 (the “Quarterly Report”), originally due on May 15, 2020, relying on an order issued by
the Securities and Exchange Commission (the “SEC”) on March 25, 2020 (which extended and superseded a prior
order issued on March 4, 2020) pursuant to Section 36 of the Securities Exchange Act of 1934, as amended (Release No. 34-88318)
(the “Order”), regarding exemptions granted to certain public companies.
The
Company’s operations and business have experienced disruption due to the unprecedented conditions surrounding the COVID-19
pandemic spreading throughout the United States and the rest of world, and thus the Company’s business operations have been
disrupted and it is unable to timely review and prepare the Company’s financial statements for the quarter ended March 31,
2020.
In
December 2019, a novel strain of coronavirus was reported to have surfaced in Wuhan, China, which has spread throughout other
parts of the world, including the United States. On January 30, 2020, the World Health Organization declared the outbreak of the
COVID-19 coronavirus disease a “Public Health Emergency of International Concern,” and on March 11, 2020, the World
Health Organization characterized the outbreak as a “pandemic.” In an effort to contain and mitigate the spread of
COVID-19, many countries, including the United States, have imposed unprecedented restrictions on travel, and there have been
business closures and a substantial reduction in economic activity in countries that have had significant outbreaks of COVID-19.
In
particular, on March 19, 2020, California Governor Gavin Newsom issued an executive order requiring all California residents to
stay home, making it the first state to impose that strict mandate on all residents to counteract a looming surge of new infections.
The Company’s executive offices are located in Upland, California. The order, which took effect immediately on the date
issued, is to remain in place until further notice. Californians are not allowed to leave home except for essential purposes.
The Governor’s order comes with misdemeanor penalties for anyone who violates the restrictions.
While
the Company currently believes it is an “essential” business, the Company has been following the recommendations of
local health authorities to minimize exposure risk for its employees for the past several weeks, including the temporary closures
of its offices and having employees work remotely to the extent possible, which has to an extent adversely affected their efficiency.
As a result, the Company’s books and records were not easily accessible, resulting in delays in preparation and completion
of its financial statements. The Company has also been delayed in preparing the financial
statements due to delays in obtaining information from third parties who have similarly been unavailable and/or have not had sufficient
time to complete the items requested.
As
such, the Company will be relying upon the 45-day grace period provided by the SEC’s Order to delay filing of its Quarterly
Report. The Company will file its Quarterly Report by no later than June 29, 2020, 45 days after the original due date of its
Quarterly Report.
The
Company is supplementing its risk factors previously disclosed in the Company’s annual report on Form 10-K for the year
ended December 31, 2019 with the following risk factor:
We
face business disruption and related risks resulting from the COVID-19 pandemic, which is likely to negatively impact our operations.
In
an effort to contain and mitigate the spread of COVID-19, which began at the beginning of 2020, many countries, including the
United States, have imposed unprecedented restrictions on travel, and there have been business closures and a substantial reduction
in economic activity in countries that have had significant outbreaks of COVID-19. Repercussions of the ongoing COVID-19 outbreak
continue to impact businesses throughout the world. These repercussions include, without limitation, limited access to capital,
travel restrictions, human resource and logistical challenges resulting from social-distancing or quarantine obligations, and
the extended shutdown of certain businesses in impacted geographic regions. The effects of, and response to, the COVID-19 pandemic,
have limited access to our corporate offices, and disrupted the ability of our personnel and professional advisors to timely complete
tasks. If the coronavirus outbreak situation should worsen, we may experience additional disruptions to our business. The extent
to which the coronavirus impacts our operations or those of our third-party partners will depend on a number of uncertainties,
including the ultimate duration of the outbreak and applicable social distancing measures, the availability of subsidies and other
financial support, and the overall economic and business conditions in the jurisdictions in which we operate.
Cautionary
Note Regarding Forward-Looking Statements
Certain
of the statements contained in this report should be considered forward-looking statements. 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.
These risks and uncertainties include, but are not limited to, those set forth in the Company’s Annual Report on Form 10-K
for the year ended December 31, 2019, and other risks and uncertainties listed from time to time in the Company’s other
filings with the SEC. 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 addition, there
is uncertainty about the spread of the COVID-19 virus and the impact it may have on the Company’s operations, the demand
for the Company’s products or services, global supply chains and economic activity in general. 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.