Current Report Filing (8-k)
April 22 2020 - 5:07AM
Edgar (US Regulatory)
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):
April 21, 2020
ARION GROUP CORP.
(Exact name of registrant as specified in its charter)
Nevada
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333-216895
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35-2577375
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(State or Other jurisdiction
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(Commission File Number)
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(IRS Employer
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of Incorporation)
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Identification Number)
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16839 Gale Avenue #210
City of Industry, California 91748
(888) 991-6839
(Address, including zip code, and telephone number, including area code,
of registrant’s principal executive offices)
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:
☐ 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))
This disclosure relates to Arion Group Corp.
(the “Company”) –
Indicate by check mark whether the Registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17
CFR §230.405) or Rule 12b-2 of the Securities
Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
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. ☐
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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Common Stock, $.001 par value
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ARGC
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OTC Markets
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Item 8.01 Other Events
EXTENSION OF TIME TO FILE THE COMPANY’S
2019 - 10K ANNUAL REPORT PURSUANT TO SECURITIES AND EXCHANGE COMMISSION ORDER [RELEASE NO. 34-88465 / MARCH 25, 2020] UNDER SECTION
36 OF THE SECURITIES EXCHANGE ACT OF 1934 MODIFYING EXEMPTIONS FROM THE REPORTING AND PROXY DELIVERY REQUIREMENTS FOR PUBLIC COMPANIES
AS RELIEF PROVIDED TO REGISTRANTS OR OTHER PERSONS IMPACTED BY COVID-19 FROM MARCH 1, 2020 TO JULY 1, 2020.
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1)
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The Company is relying on the Order (Release No. 34-88465) for the extension of up to 45 days after
the required filing date of April 30, 2020;
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2)
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The Company is not in a position to file its Annual Report on Form 10-K for the period ended January
31, 2020 (the “Form 10-K”) in a timely manner (by the April 30, 2020 due date) without compromising the health and
safety of key personnel involved in its completion because of the recent Coronavirus (COVID – 19) isolation from quarantines
and related risks;
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3)
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Although the Company is relying on, and may ultimately require the full 45 days of relief, which
may be necessary if the COVID- 19 Pandemic continues to impose additional burdens and delays on key personnel, it is anticipated
that the Form 10-K Annual Report, along with the audited financial statements and related accounting review, will be filed on or
before June 14, 2020;
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4)
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At present, the Company is unaware of any specific risk factor or the impact of COVID-19 on its
business, although no guarantee can be made of any future negative effect that may occur;
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5)
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In light of recent developments relating to the Coronavirus, the Company will be supplementing
the risk factors in its Annual Report on Form 10-K to be filed with the Securities and Exchange Commission and, as previously stated
herein, it is expected to be filed on or before June 14, 2020 with the following risk factor:
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The scale and scope of the
recent Coronavirus (COVID-19) outbreak and resulting pandemic is unknown and, due to this and other factors, it has the potential
to result in an adverse impact on our business at least for the near term.
As the U.S. faces the novel Coronavirus
Pandemic, the Company is following the recommendations of government and health authorities to minimize exposure risk for its employees
and professionals. The Company will closely monitor this global health crisis and reassess its strategy and operational structure
on a regular ongoing basis as the situation evolves. The rapid spread of the Coronavirus globally has also resulted in increased
travel restrictions, disruption and shutdown of certain businesses in the U.S. We may experience impacts from changes in behavior
related to pandemic fears, quarantines and market downturns, as well as impacts on our current goals if the virus becomes widespread
in any of our areas of business. In addition, one or more of our professionals or service providers may experience financial distress,
file for bankruptcy protection, go out of business, or suffer disruptions in their business due to the coronavirus outbreak. The
global scale and scope of the coronavirus is unknown and the duration of the business disruption and related financial impact cannot
be reasonably estimated at this time. The extent to which the coronavirus impacts the Company’s results will ultimately depend
on future developments, and potentially the courts, which are highly uncertain and will include the duration of the downturn, emerging
information concerning the severity of the coronavirus and the actions taken by governments and private businesses to attempt to
contain the coronavirus. In summary, the Company considers at least a near term possibility that the coronavirus currently has
the potential to result in an adverse impact on our business, results of operations and financial condition.
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.
April 21, 2020
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Arion Group Corp.
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By:
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/s/ Mingyong Huang
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Mingyong Huang, CEO/President
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Arion (CE) (USOTC:ARGC)
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