Taronis Fuels (TRNFQ) 10-Q 19 Nov 20 2020 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2020	Nov. 19, 2020
Cover [Abstract]
Entity Registrant Name	Taronis Fuels, Inc.
Entity Central Index Key	0001778805
Document Type	10-Q
Document Period End Date	Sep. 30, 2020
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		340,362,615
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2020

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Current Assets
Cash	$ 212	$ 141
Accounts receivable, net of allowance for doubtful accounts of $401 and $832, respectively	10,553	2,939
Inventory	7,257	3,639
Prepaid commissions	1,230	1,180
Prepaid other	511	75
Total Current Assets	19,762	7,974
Property and equipment, net of accumulated depreciation of $4,680 and $3,692, respectively	19,360	16,832
Operating leases right-of-use assets, net of accumulated amortization of $1,582 and $660, respectively	9,239	3,714
Financing leases right-of-use assets, net of accumulated depreciation of $310 and $126, respectively	688	226
Investments in and advances to affiliates	840	752
Intangible assets, net of accumulated amortization of $294 and $0, respectively	3,902
Restricted deposit	937	868
Security deposits	448	35
Goodwill	21,146	11,623
Total Assets	76,322	42,024
Current Liabilities
Accounts payable	5,352	2,895
Accrued expenses	2,116	978
Deferred revenue	5,044	647
Operating leases liability, current	1,152	744
Financing leases liability, current	320	72
Future revenue payables, net of discount of $1,548 and $0, respectively	3,966
Senior convertible debentures, net of discount of $7,438 and $0, respectively	212
Notes payable, current, net of discount of $14 and $0, respectively	6,585
Total Current Liabilities	24,747	5,336
Long Term Liabilities
Operating leases liability, net of current	7,625	2,970
Financing leases liability, net of current	686	168
Notes payable, net of current and discount $14 and $0, respectively	3,741	598
Total Liabilities	36,799	9,072
Commitments and Contingencies
Stockholders' Equity
Common stock: $0.000001 par; 950,000,000 shares authorized; 181,005,526 shares issued and outstanding at September 30, 2020 and 138,737,026 shares issued and outstanding at December 31, 2019.	2	1
Additional paid-in-capital	54,495	38,217
Due from BBHC, Inc.	(2,198)
Accumulated deficit	(12,773)	(5,266)
Total Stockholders' Equity	39,524	32,952
Total Liabilities and Stockholders' Equity	$ 76,322	$ 42,024

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 401	$ 832
Accumulated depreciation	4,680	3,692
Right-of-use assets, net of accumulated amortization	1,582	660
Finance lease right-of-use assets, accumulated depreciation	310	126
Accumulated amortization of intangible assets	294	0
Future revenue payables	1,548	0
Senior convertible debentures, net of discount	7,438	0
Notes payable, net of discount, current	14	0
Notes payable, net of discount, noncurrent	$ 14	$ 0
Common stock, par value	$ 0.000001	$ 0.000001
Common stock, shares authorized	950,000,000	950,000,000
Common stock, shares issued	181,005,526	138,737,026
Common stock, shares outstanding	181,005,526	138,737,026

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Revenue:
Sales revenue	$ 9,662	$ 5,360	$ 23,464	$ 16,133
Cost of revenues	(3,365)	(2,566)	(7,551)	(8,453)
Gross Profit	6,296	2,794	15,913	7,680
Operating Expenses:
Selling, general and administration	(8,490)	(4,894)	(19,884)	(12,405)
Loss on settlement of lease liability			(85)
Total Operating Expenses	(8,490)	(4,894)	(19,969)	(12,405)
Operating (Loss)	(2,194)	(2,100)	(4,056)	(4,725)
Other Income (Expenses):
Interest expense	(2,383)	(38)	(2,870)
Other income (expense)	(406)	(72)	(406)	(31)
Realized loss on sale of marketable securities	(175)		(175)
Total Other Income (Expense)	(2,965)	(110)	(3,452)	(31)
Net Loss	$ (5,159)	$ (2,210)	$ (7,508)	$ (4,756)
Net Loss per share: Basic and diluted	$ (0.03)	$ (0.02)	$ (0.05)	$ (0.03)
Weighted average common shares: Basic and diluted	169,847,977	138,287,385	155,998,802	138,287,385

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Comprehensive Loss:
Net loss	$ (5,159)	$ (2,210)	$ (7,508)	$ (4,756)
Other comprehensive loss, net of tax:
Unrealized loss on marketable securities	140
Total Comprehensive Loss	$ (5,019)	$ (2,210)	$ (7,508)	$ (4,756)

Condensed Consolidated Statem_3

Condensed Consolidated Statement of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands	Common Stock [Member]	Net Parent Investment [Member]	Additional Paid-in Capital [Member]	Due from BBHC, Inc [Member]	Accumulated (Deficit) [Member]	Accumulated Other Comprehensive Loss [Member]	Total
Balance at Dec. 31, 2018		$ 20,509					$ 20,509
Balance, shares at Dec. 31, 2018
Net contributions from Parent		8,087					8,087
Net income (loss)		(1,322)					(1,322)
Balance at Mar. 31, 2019		27,274					27,274
Balance, shares at Mar. 31, 2019
Balance at Dec. 31, 2018		20,509					20,509
Balance, shares at Dec. 31, 2018
Net income (loss)							(4,756)
Balance at Sep. 30, 2019		29,156					29,156
Balance, shares at Sep. 30, 2019
Balance at Dec. 31, 2018		20,509					20,509
Balance, shares at Dec. 31, 2018
Balance at Dec. 31, 2019	$ 1		38,217		(5,266)		32,952
Balance, shares at Dec. 31, 2019	138,737,026
Balance at Mar. 31, 2019		27,274					27,274
Balance, shares at Mar. 31, 2019
Net contributions from Parent		2,173					2,173
Net income (loss)		(1,224)					(1,224)
Balance at Jun. 30, 2019		28,223					28,223
Balance, shares at Jun. 30, 2019
Net contributions from Parent		3,143					3,143
Net income (loss)		(2,210)					(2,210)
Balance at Sep. 30, 2019		$ 29,156					29,156
Balance, shares at Sep. 30, 2019
Balance at Dec. 31, 2019	$ 1		38,217		(5,266)		32,952
Balance, shares at Dec. 31, 2019	138,737,026
Common shares issued for cash			125				125
Common shares issued for cash, shares	1,358,697
Common shares issued for marketable securities			280				280
Common shares issued for marketable securities, shares	3,043,479
Common shares issued for services	$ 1		727				728
Common shares issued for services, shares	7,117,535
Common shares issued for settlement			332				332
Common shares issued for settlement, shares	2,375,000
Capital contributions from former Parent			5,022				5,022
Net income (loss)					(3,506)		(3,506)
Balance at Mar. 31, 2020	$ 2		44,703		(8,772)		35,933
Balance, shares at Mar. 31, 2020	152,631,737
Balance at Dec. 31, 2019	$ 1		38,217		(5,266)		32,952
Balance, shares at Dec. 31, 2019	138,737,026
Unexercised beneficial conversion feature - convertible debt							1,941
Capital contribution to former parent							1,250
Net income (loss)							(7,508)
Balance at Sep. 30, 2020	$ 2		54,495	(2,199)	(9,959)		39,524
Balance, shares at Sep. 30, 2020	181,005,526
Balance at Mar. 31, 2020	$ 2		44,703		(8,772)		35,933
Balance, shares at Mar. 31, 2020	152,631,737
Common shares issued for services			16				16
Common shares issued for services, shares	138,000
Capital contributions from former Parent			1,320				1,320
Common shares issued for corporate office lease			285				285
Common shares issued for corporate office lease, shares	1,666,667
Common shares issued for private offering			900				900
Common shares issued for private offering, shares	9,000,000
Other comprehensive loss						(140)	(140)
Due from BBHC, Inc.				(1,004)			(1,004)
Net income (loss)					1,157		1,157
Balance at Jun. 30, 2020	$ 2		47,224	(1,004)	(7,615)	(140)	38,467
Balance, shares at Jun. 30, 2020	163,436,404
Common shares issued for services			83				83
Common shares issued for services, shares	650,000
Common shares issued for corporate office lease			75				75
Common shares issued for corporate office lease, shares	576,923
Common shares issued for private offering			140				140
Common shares issued for private offering, shares	1,000,000
Common shares issued for make whole provision			364				364
Common shares issued for make whole provision, shares	2,500,000
Common shares issued for warrant exercise			517				517
Common shares issued for warrant exercise, shares	5,750,000
Warrants issued with senior convertible debenture			4,069				4,069
Unexercised beneficial conversion feature - convertible debt			1,941				1,941
Stock options granted to employees			330				330
Common shares issued for purchase of intellectual property			1,000				1,000
Common shares issued for purchase of intellectual property, shares	7,092,199
Capital contribution to former parent			(1,250)				(1,250)
Sale of available-for-sale securities						140	140
Other comprehensive loss
Due from BBHC, Inc.				(1,194)			(1,194)
Net income (loss)					(2,344)		(5,159)
Balance at Sep. 30, 2020	$ 2		$ 54,495	$ (2,199)	$ (9,959)		$ 39,524
Balance, shares at Sep. 30, 2020	181,005,526

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended				9 Months Ended		12 Months Ended
	Sep. 30, 2020	Mar. 31, 2020	Sep. 30, 2019	Mar. 31, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019
Cash Flows from Operations
Net Loss	$ (5,159)	$ (3,506)	$ (2,210)	$ (1,322)	$ (7,508)	$ (4,756)
Adjustments to reconcile net loss to cash used in operating activities:
Depreciation and amortization					1,281	839
Amortization of assets under finance leases					133
Amortization of right-of-use assets - operating leases					922	573
Common stock issued for services					827
Common stock issued for employee stock options					330
Common stock issued for make whole provision					364
Deferred revenue					4,396
Amortization of debt discount					2,530	(147)
Provision for doubtful accounts					560	419
Loss on settlement of lease liability					85
Realized loss on sale of marketable securities	175				175
Funds utilized by joint venture					162
Increase (decrease) in cash resulting from changes in:
Accounts receivable					(6,475)	(989)
Inventory					(3,174)	(55)
Prepaids and other current assets					(483)	(118)
Operating lease liabilities					(1,580)	(769)
Accounts payable					1,726	(515)
Accrued expenses					854	962
Net cash used in operating activities					(4,871)	(4,556)
Cash Flows from Investing Activities
Deposit on acquisition						(550)
Joint venture contributions					(250)
Sale of marketable securities					105
Cash paid for acquisitions; net of cash acquired					(5,260)	(5,931)
Purchase of property and equipment					(2,764)	(4,868)
Security deposit					(413)	1,143
Net cash used in investing activities					(8,581)	(10,206)
Cash Flows from Financing Activities
Common stock issued for cash					1,165
Warrant exercise					517
Principal payments of financing lease obligations					(167)	(107)
Gross proceeds from notes payable					2,169	828
Repayments of notes payable					(1,141)	(414)
Cash received from the sale of future revenue payables					8,408
Cash repayment for the sale of future revenue payables					(6,236)
Cash received from convertible debenture					6,060
Cash paid for financing fees for convertible debenture					(1,327)
Capital contributions from former Parent					4,144	13,403
Net cash provided by financing activities					13,592	13,710
Net increase (decrease) in cash and restricted cash					139	(1,052)
Cash and restricted cash, beginning of period		$ 1,010		$ 2,405	1,010	2,405	$ 2,405
Cash and restricted cash, end of period	1,149		$ 1,353		1,149	1,353	$ 1,010
Supplemental disclosure of cash flow information cash paid during the period for:
Interest					2,879	2
Supplemental disclosures of non-cash investing and financing activities:
Right of use assets obtained in exchange for new finance lease liabilities					6,693
Right of use assets obtained in exchange for new operating lease liabilities					7,226
Common stock issued for settlement					332
Common stock issued for corporate office lease					275
Common shares issued for marketable securities					280
Debt discount associated with Original Issue Discount					(4,191)
Common stock issued for intellectual property purchase					1,000
Capital contribution to former parent	(1,250)				1,250
Debt discount associated with origination fees					3,368
Debt discount associated with allocation of warrants					4,069
Debt discount associated with beneficial conversion feature	$ 1,941				1,941
Tyler Welders Supply Acquisition Inc [Member]
Supplemental disclosures of non-cash investing and financing activities:
Assets acquired						1,620
Liabilities assumed						(653)
Cylinder Solutions, Inc [Member]
Supplemental disclosures of non-cash investing and financing activities:
Assets acquired						376
Liabilities assumed						(41)
Complete Cutting and Welding Supplies, Inc [Member]
Supplemental disclosures of non-cash investing and financing activities:
Assets acquired						1,083
Liabilities assumed						(316)
Tech-Gas Solutions, LLC [Member]
Cash Flows from Financing Activities
Repayments of notes payable					(600)
Supplemental disclosures of non-cash investing and financing activities:
Assets acquired					7,048
Liabilities assumed					(2,665)
Tech-Air of South Florida, Inc [Member]
Supplemental disclosures of non-cash investing and financing activities:
Assets acquired					388
Liabilities assumed					(531)
BBHC Intellectual Property Acquisition Inc [Member]
Supplemental disclosures of non-cash investing and financing activities:
Liabilities assumed					$ (250)

Organization and Basis of Prese

Organization and Basis of Presentation	9 Months Ended
	Sep. 30, 2020
Accounting Policies [Abstract]
Organization and Basis of Presentation	NOTE 1 – ORGANIZATION AND BASIS OF PRESENTATION Taronis Fuels, Inc. (the “Company,” “we,” “us,” or “our”) is a renewable fuel and power generation company. Our primary business objective is the production of sustainable, socially responsible alternatives to existing fossil fuel and industrial gas products. Our first commercially viable product is a metal cutting fuel called “MagneGas”. MagneGas is a proprietary synthetic gas comprised primarily of hydrogen that is produced by the Company from its patented Venturi® Flow Submerged Plasma Arc Gasification Units (“Gasification Units”). The Gasification Units are patent protected in the United States, and we have or are in the process of filing patents under the Patent Cooperation Treaty in other areas of the world. During the three months ended September 30, 2020, we purchased the patents primarily related to the production of MagneGas and the manufacturing, sale and distribution of Gasification Units and related patents, trademarks and other intellectual property from our former parent, BBHC, Inc. The Company is also a holding company of various gas and welding supply companies doing business as “MagneGas Welding Supply”, including MagneGas Welding Supply-Southeast, LLC, MagneGas Welding Supply-South, LLC, MagneGas Welding Supply-West, LLC, MagneGas Limited (United Kingdom), and MagneGas Ireland Limited (Republic of Ireland). The Company manufactures, sells and distributes its Gasification Units, MagneGas as a metal cutting fuel, and a full line of industrial gases, welding equipment and services to the retail and wholesale metalworking and manufacturing industries. “MagneGas” is produced by our wholly owned subsidiary, MagneGas Production, LLC. The Company also specializes in and supplies the wholesale H.V.A.C. and plumbing supply distributor markets with various gases through its wholly owned subsidiaries Taronis-TGS, LLC and Tech-Gas Solutions, LLC, which we acquired in May 2020. We were initially organized as a Delaware limited liability company on February 1, 2017, under the name MagneGas Welding Supply, LLC, to be a holding company for our various subsidiary level welding supply companies. On April 9, 2019, we converted MagneGas Welding Supply, LLC into Taronis Fuels, Inc., a Delaware corporation. On July 15, 2019, BBHC, Inc. (“BBHC”), f/ka as Taronis Technologies, Inc., the Company’s former parent, announced that its Board of Directors approved a plan to pursue a separation of its gas and welding supply retail business through a spin-off transaction. On December 5, 2019, we became an independent, publicly traded company and the spin-off was not tax-free to either BBHC, our former parent, or our stakeholders. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for interim financial information. The interim financial statements were prepared on a stand-alone basis for the three and nine months ended September 30, 2020 and were derived from the condensed consolidated financial statements and accounting records of BBHC, the Company’s former parent, for the three and nine months ended September 30, 2019. The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All material intercompany balances and transactions have been eliminated in consolidation. In the opinion of the Company’s management, the accompanying condensed consolidated financial statements reflect all adjustments, consisting of normal, recurring adjustments, considered necessary for a fair presentation of the results for the interim periods ended September 30, 2020 and 2019. As this is an interim period financial statement, certain adjustments are not necessary as with a financial period of a full year. Although management believes that the disclosures in these unaudited condensed consolidated financial statements are adequate to ensure the information presented is not misleading, certain information and footnote disclosures normally included in financial statements that have been prepared in accordance U.S. GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s financial statements for the year ended December 31, 2019, which contains the audited financial statements and notes thereto for the years ended December 31, 2019 and 2018. The respective financial statements can be found within the Company’s Form 10-K filed with the SEC on May 22, 2020. The interim results for the three and nine months ended September 30, 2020 are not necessarily indicative of the results to be expected for the year ended December 31, 2020 or for any future interim periods. Carve-Out Assumptions and Allocations The condensed consolidated financial statements for the three and nine months ended September 30, 2019, include Taronis Fuels, Inc.’s corporate expenses and administrative expenses allocated from BBHC, the Company’s former parent. These costs have been allocated based on direct usage when identifiable, with the remainder allocated on a pro-rata basis of expenses, headcount or other systematic measures that reflect utilization of services provided to or benefits received by us. Management considers the expense allocation methodology and results to be reasonable. Impact of COVID-19 During the first quarter of 2020, the outbreak of COVID-19 evolved into a global pandemic, which caused a significant downturn in the global economy. The Company continues to operate its business through the COVID-19 pandemic and has taken additional precautions and adopted operational policies to protect the safety of its employees, customers, vendors, and the communities in which it operates. There are various uncertainties that have arisen from the COVID-19 pandemic. While management is continuing to monitor the impact of the pandemic on the Company, including the impact on its employees, customers, vendors, stockholders, and other business partners and stakeholders, it is difficult to predict the impact that the pandemic will have on future results of its operations, financial position, and liquidity, if any, as this is outside of the Company’s control. The scope, duration and magnitude of the direct and indirect effects of COVID-19 continue to evolve and in ways that are difficult or impossible to anticipate. This has caused some uncertainties around various accounting estimates. Due to these uncertainties, our accounting estimates may change, as management’s assessment of the impacts of the COVID-19 pandemic continues to evolve. In addition, our results in the first three quarters of 2020 may not be indicative of the impact COVID-19 could have on the Company’s results for the remainder of 2020.

Going Concern and Managements'

Going Concern and Managements' Plan	9 Months Ended
	Sep. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern and Managements' Plan	NOTE 2 - GOING CONCERN AND MANAGEMENTS’ PLAN Our unaudited condensed consolidated financial statements have been prepared assuming we will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. As of September 30, 2020, the Company had cash of approximately $0.2 million and reported a net loss for the third quarter of $5.2 million. In addition, the Company reported a year to date net loss of approximately $7.5 million and has used cash in operations of approximately $4.9 million for the period ended September 30, 2020. As of September 30, 2020, the Company had negative working capital of approximately $5 million. The Company utilizes cash in its operations of approximately $0.5 million per month. These factors indicate that there is substantial doubt about the Company’s ability to continue as a going concern within one year from the issuance date of these financial statements. The ability of the Company to continue as a going concern is dependent upon its ability to further implement its business plan and generate sufficient revenue from operations, and its ability to raise additional funds by way of a public or private offering or other financing arrangements through the use of indebtedness. Historically, the Company has financed its operations through equity and debt financing transactions, but we reasonably believe we have a clear path to future profitability, despite the likelihood we will incur operating losses in the foreseeable future. The Company’s plans and expectations for the next 12 months include raising additional capital to help fund expansion of its commercial operations through the use of indebtedness. In October 2020, the Company closed a private placement offering of its restricted common stock providing the Company gross proceeds of $10.9 million and entered into a $10 million loan and security agreement. In addition, in November 2020, the Company closed a private placement offering of its restricted common stock providing the Company gross proceeds of $10.4 million. These transactions provide the Company with access to additional capital to fund its operations and the Company believes these transactions will help the Company continue as a going concern. The condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of asset amounts or the classification of liabilities that might be necessary should the Company be unable to continue as a going concern. If these sources do not provide the capital necessary to fund the Company’s operations during the next twelve months from the date of this Report, the Company may need to curtail certain aspects of its operations or expansion activities, consider the sale of its assets, or consider other means of financing. The Company can give no assurance that it will be successful in implementing its business plan and obtaining financing on terms advantageous to the Company or that any such additional financing would be available to the Company. These condensed consolidated financial statements do not include any adjustments from this uncertainty. The Company’s management has determined the foregoing factors regarding its liquidity raise substantial doubt about the Company’s ability to continue as a going concern.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2020
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Revised Financial Statements During the preparation of the first quarter ended March 31, 2020 Form 10-Q, the Company determined that it unintentionally attributed and recorded in its annual report on Form 10-K land and building fixed assets, a promissory note and two future revenue payable agreements that were assets and obligations of the Company’s former parent, BBHC. The effect of this error resulted in an overstatement of property and equipment, notes payable, and depreciation and interest expense and an understatement of stockholders’ equity for the year ended December 31, 2019. The Company assessed the materiality of this misstatement in accordance with Staff Accounting Bulletin No. 108 – “Quantifying Misstatements” and concluded this error was not qualitatively material as there was no material impact on net loss, or any other balance sheet item and cash flows, among other considerations. As such, the correction of the error was revised in the March 31, 2020 condensed consolidated balance sheet and condensed consolidated statements of operations. Disclosure of the revised amounts will also be reflected in future filings containing the applicable periods. The effect of this revision on the line items within the condensed consolidated balance sheet and condensed consolidated statements of operations for the year ended December 31, 2019 was as follows: Year ended December 31, 2019 Previously Adjustments As revised Property and equipment $ 383 $ (383 ) $ - Total assets $ 383 $ (383 ) $ - Notes payable, current $ 150 $ (150 ) $ - Payable on the sale of future revenue, net $ 1,382 $ (1,382 ) $ - Total liabilities $ 1,532 $ (1,532 ) $ - Stockholders’ equity $ (1,149 ) $ 1,149 $ - Depreciation expense $ 4 $ (4 ) $ - Interest expense $ 477 $ (477 ) $ - Net loss $ (481 ) $ 481 $ - Net loss per share: Basic and diluted $ (0.04 ) $ - $ (0.04 ) The Company had determined that this error is a material weakness in internal control over financial reporting. See Part I, Item 4 – “Controls and Procedures” elsewhere in this Quarterly Report on Form 10-Q for further discussion. Use of Estimates The Company prepares its financial statements in conformity with U.S. GAAP. These principles require management to make estimates and assumptions that affect the reported financial statement balances and disclosures. Management believes the estimates to be reasonable; however, actual results could differ from the stated estimates. The condensed consolidated financial statements presented include estimates associated with intangible assets, goodwill, the allowance for doubtful accounts, the useful lives of property, plant and equipment, and the fair value of granted equity awards. Cash and Restricted Cash Cash consists of cash on hand and within checking accounts. Restricted cash consists of cash deposited with a foreign financial institution for approximately $0.9 million as of September 30, 2020 and December 31, 2019, respectively. The following table provides a reconciliation of cash and restricted cash reported in the condensed consolidated balance sheets that sum to the total of the same amounts show in the statement of cash flows. The restricted deposit was a deposit required for an international grant. September 30, 2020 December 31, 2019 Cash $ 212 $ 142 Restricted deposits 937 868 Total cash and restricted cash in the balance sheet $ 1,149 $ 1,010 Marketable Securities ASC Topic 820, Fair Value Measurements and Disclosures ASC 820 also establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The highest priority is given to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority given to unobservable inputs (Level 3). The three levels are described as: Level 1 Inputs – Unadjusted quoted prices in active markets for identical assets or liabilities that are accessible by the Company. Level 2 Inputs – Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly. Level 3 Inputs – Unobservable inputs for the asset or liability including significant assumptions of the Company and other market participants. Fair market value of the marketable securities is determined using a publicly quoted market price with any respective gains and losses being recorded within the Condensed Consolidated Statement of Income. During the current quarter, all Level 1 investments were sold. As of September 30, 2020, the Company does not hold any level 2 or 3 investments. Accounts Receivable Accounts receivables consist of (1) amounts due for the delivery of MagneGas sales to customers with payment terms of generally 30 days and (2) amounts due for the sale of gasification units. An allowance for doubtful accounts has been established for any amounts which may not be recoverable and is based on an analysis of the Company’s customer credit worthiness, historical estimates, and current economic trends. Receivables are determined to be past due based on payment terms of original invoices. The Company does not typically charge interest on past due receivables. The allowance for doubtful accounts was approximately $0.4 million and $0.8 million as of September 30, 2020 and December 31, 2019, respectively. Long-lived assets Long-lived assets such as property, equipment and identifiable intangibles are reviewed for impairment whenever facts and circumstances indicate that the carrying value may not be recoverable. When required, impairment losses on assets to be held and used are recognized based on the fair value of the asset. The fair value is determined based on estimates of future cash flows, market value of similar assets, if available, or independent appraisals, if required. If the carrying amount of the long-lived asset is not recoverable from its undiscounted cash flows, an impairment loss is recognized for the difference between the carrying amount and fair value of the asset. When fair values are not available, we estimate fair value using the expected future cash flows discounted at a rate commensurate with the risk associated with the recovery of the assets. The Company recorded intangible assets consisting of non-compete agreements. Applicable long-lived assets are amortized or depreciated over the shorter of their estimated useful lives, the estimated period the assets will generate revenue, or the statutory or contractual term. Non-compete agreements are amortized using a straight-line method over the length of the applicable agreement. Estimates of useful lives and periods of expected revenue generation are reviewed periodically for appropriateness and are based on management’s judgment. Goodwill and Indefinite-lived Assets We have recorded goodwill and other indefinite-lived assets in connection with acquisitions. Goodwill represents the difference between the consideration transferred and the fair value of the net assets acquired, and liabilities assumed under the acquisition method of accounting for push-down accounting. Goodwill is not amortized but is evaluated for impairment within the Company’s single reporting unit on an annual basis during the fourth quarter, or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of the Company’s reporting unit below its carrying amount. When performing the impairment assessment, the accounting standard for testing goodwill for impairment permits a company to first assess the qualitative factors to determine whether the existence of events and circumstances indicates that it is more likely than not that the goodwill is impaired. If the Company believes, as a result of the qualitative assessment, that it is more likely than not that the fair value of goodwill is impaired, the Company then must perform a quantitative analysis to determine if the carrying value of the reporting entity exceeds its fair value. The potential for impairment is measured during the fourth quarter of each fiscal year and if a triggering event occurs. The impact of the novel coronavirus (“COVID-19”) pandemic and its potential to be a triggering event was considered in the Company’s qualitative assessment. Currently, there has not been a significant impact on the carrying value of the Company, but this factor will continue to be evaluated. The Company notes there were no triggering events or impairment associated with Goodwill for the three and nine months ended September 30, 2020 or September 30, 2019. Revenue Recognition The Company generates revenue through four processes: (1) the sale of MagneGas fuel for metal cutting and through the sales of other industrial and specialty gases and related products through our wholly owned subsidiaries, (2) through sales of our Gasification Units, (3) through sales related to H.V.A.C gas supply, and (4) by providing consulting services. Our revenue recognition policy is as follows: ● Revenue for metal-working fuel, industrial gases, H.V.A.C gases, and welding supplies is recognized when performance obligations of the sale are satisfied. The majority of our terms of sale have a single performance obligation to transfer products. Accordingly, we recognize revenue when control has been transferred to the customer, generally at the time of shipment of products. ● Revenue generated from sales of each Gasification Unit is recognized in accordance with identified performance obligations within each unique contract. Typical performance obligations include: (1) design of the unit, (2) delivery of the units, (3) implementation services, and (4) ongoing support services. Regarding (1), (2) and (3), revenue is recognized based on satisfaction of the identified performance obligations, the value of which is often estimated based on labor hours and/or costs incurred. Regarding (4), revenue is recognized as time lapses. ● The Company applies the five-step process outlined in ASC 606 when recognizing revenue with regards to consulting services: ○ The Company enters into a written consulting agreement with a customer to provide professional services and has an enforceable right to payment for its performance completed to date ○ All promised services are identified to determine whether those services represent performance obligations ○ In considerations for the services to be rendered, the Company expects to receive incremental payments during the term of the agreement ○ Payments are estimated for each performance obligation and allocated in accordance with payment terms ○ Typically, consulting service contracts will follow a similar pattern of recognition as legacy GAAP. The nature of the consulting services is such that the customer will receive benefits of the Company’s performance only when the customer receives the professional services. Consequently, the entity recognizes revenue over time by measuring the progress toward complete satisfaction of the performance obligation. The following table represents sales revenue disaggregated by product category for the nine months ended September 30: For the three months ended For the nine months ended 2020 2019 2020 2019 Gas sold $ 3,266 $ 2,755 8,145 9,106 Gasification equipment 2,300 - 5,300 - Equipment sales 2,214 1,656 5,526 4,027 Cylinder sales 773 - 1,582 - Equipment rentals 773 746 2,164 2,433 Other 336 162 747 526 Total Revenues from Customers $ 9,662 $ 5,319 23,464 16,092 Other revenue consists of equipment repairs, hazmat services, freight & shipping, and consulting income. Stock-Based Compensation The Company accounts for stock-based compensation costs under the provisions of Accounting Standards Codification (“ASC”) 718, “Compensation—Stock Compensation” (“ASC 718”), which requires the measurement and recognition of compensation expense related to the fair value of stock-based compensation awards that are ultimately expected to vest. Stock based compensation expense recognized includes the compensation cost for all stock-based payments granted to employees, officers, and directors based on the grant date fair value estimated in accordance with the provisions of ASC 718. ASC 718 is also applied to awards modified, repurchased, or cancelled during the periods reported. The Company recorded total stock-based compensation to employees, officers, directors, and in exchange for other services of $0.4 and $1.1 million for the three and nine months September 30, 2020, respectively. No stock-based compensation was recorded during the three or nine months ended September 30, 2019. Accounting Standards Not Yet Adopted In December 2019, the FASB issued Accounting Standards Update (“ASU) No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes In January 2020, the FASB issued ASU 2020-01 – Investments – Equity Securities (Topic 321), Investments – Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) – Clarifying the Interactions between Topic 321, Topic 323, and Topic 815. The Company reviewed all other recently issued, but not yet effective, accounting pronouncements and do not expect the future adoption of any such pronouncements will have a material impact on our interim condensed consolidated financial statements. Recent Accounting Standards In August 2018, the FASB issued Accounting Standards Update (“ASU”) No. 2018-13, Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement In August 2018, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350) Simplifying the Test for Goodwill Impairment. In May 2019, the FASB issued ASU No. 2019-05, Financial Instruments – Credit Losses (Topic 326): Targeted Transition Relief In November 2019, the FASB issued ASU 2019-08, Compensation – Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606): Codification Improvements – Share-Based Consideration Payable to a Customer In August 2020, the FASB issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40) . Earnings Per Share,

Acquisitions

Acquisitions	9 Months Ended
	Sep. 30, 2020
Business Combinations [Abstract]
Acquisitions	NOTE 4 – ACQUISITIONS August 2020 Intellectual Property Purchase Agreement On August 19, 2020, the Company entered into an Asset Purchase Agreement with BBHC, the Company’s former parent, pursuant to which the Company acquired the intellectual property portfolio of BBHC. In order to consummate the acquisition of the Intellectual Property, the Company purchased from BBHC all of the Intellectual Property directly owned by BBHC and all of the issued and outstanding membership interests of MagneGas IP, LLC, a Delaware limited liability company and wholly owned subsidiary of BBHC (“MagneGas IP”), a holding company which owned the balance of the Intellectual Property. Following the consummation of the transaction, MagneGas IP became a wholly owned subsidiary of the Company. The Company paid an upfront aggregate purchase price to BBHC of $1.25 million for the intellectual property and membership interests of MagneGas IP, of which $1 million was paid in the form of the Company’s restricted common stock, par value $0.000001 per share, which was valued as of the fair market value on August 19, 2020 as reported on the OTCQB. An additional $0.25 million was recorded by the Company for assuming up to $0.25 million of BBHC’s aged accounts payable due to third party service providers. In addition, the Company agreed for a period of five years beginning on August 19, 2020 to make ongoing payments to BBHC equal to seven percent of all gross cash receipts received by the Company that are derived from the purchased Intellectual Property. The Company believes the consideration paid approximates the fair value of the intellectual property received, however the assets were fully depreciated by the Seller at the time of the sale. As such, no value associated with the intellectual property was recorded by the Company. The consideration paid has been recorded as a contribution to the Company’s former parent. The preliminary allocation of the consideration transferred is as follows (dollar amounts in thousands): Assumed accounts payable $ 250 Stock consideration 1,000 Total purchase price $ 1,250 Capital contribution to former parent 1,250 August 2020 Asset Purchase and Sale Agreement On August 3, 2020, the Company entered into an Asset Purchase and Sale Agreement for the purchase of all of the assets used in the business of Tech Air of South Florida, Inc. (“Tech Air”), a privately owned independent business providing welding supplies, metal cutting fuels, and other specialty gases and ancillary supplies. Under the terms of the Asset Purchase and Sale Agreement, the Company purchased all of the assets of Tech Air, free and clear of any encumbrances, for the gross purchase price of $2 million. The Company paid Tech Air $1.5 million in cash at closing, with the $0.5 million balance to be paid pursuant to a Seller debt financing arrangement structured as a promissory note with a principal amount of $0.5 million, a term of 12 months, an interest rate of 5% per annum, and secured by a Membership Interest Pledge Agreement pledging the membership interests of Taronis-TAS, LLC, the Company’s wholly owned subsidiary that served as the Company’s purchaser designee in the transaction and holds the assets purchased, as security of the repayment of the promissory note. The transaction was accounted for in accordance with ASC 805 – Business Combinations. The preliminary allocation of the consideration transferred is as follows (dollar amounts in thousands): Cash $ 1,500 Note payable 500 Total purchase price $ 2,000 Accounts receivable $ 106 Inventory 257 Property, plant and equipment 25 Accounts payable (32 ) Total purchase price allocation $ 356 Goodwill $ 1,644 May 2020 Membership Interest Purchase and Sale Agreement On May 26, 2020, the Company entered into a Membership Interest Purchase and Sale Agreement (“Agreement”) for the purchase of all of the issued and outstanding membership interests owned by the Sellers in Tech-Gas Solutions, LLC, a privately owned independent specialty gas distribution business. Under the terms of the Agreement, the Company purchased one hundred percent (100%) of the Sellers’ business for the gross purchase price of $8 million. The Company paid the Sellers $4 million at closing, with the $4 million Purchase Price balance to be paid pursuant to a multi-year Seller debt financing arrangement structured as a promissory note with a principal amount of $4 million, a term of 24 months, an interest rate of 8% per annum, and secured by Membership Interest Pledge Agreement pledging the membership interests purchased in the Acquisition (“Promissory Note”) as security for the repayment of the Promissory Note. The transaction was accounted for in accordance with ASC 805 – Business Combinations. The preliminary allocation of the consideration transferred is as follows (dollar amounts in thousands): Cash $ 4,000 Note payable 4,000 Non-compete note 4,196 Total purchase price $ 12,196 Cash $ 240 Inventory 194 Other current assets 5 Property, plant and equipment 415 Right of use assets - financing 311 Right of use assets - operating 38 Intangible asset – Non-compete agreements 4,196 Accounts payable (700 ) Accrued liabilities (32 ) Operating leases liability (38 ) Financing leases (311 ) Total purchase price allocation $ 4,318 Goodwill $ 7,878 During the current quarter, $0.4 million less inventory associated with the acquisition of Tech-Gas Solutions, LLC was identified. As such, we have adjusted the inventory and Goodwill balances of the preliminary allocation of consideration presented above. With respect to Goodwill acquired, the Company believes the Goodwill will be tax deductible. The following unaudited proforma financial information presents the condensed consolidated results of operations of the Company with Tyler Welders Supply, Cylinder Solutions, Complete Cutting and Welding Supplies, Tech-Gas Solutions, LLC, and Tech-Air, LLC for the three and nine months ended September 30, 2019 Tech-Gas Solutions, LLC for the three and nine months ended September 30, 2020 and 2019, respectively, as if the above discussed acquisitions had occurred on January 1 2019 instead of January 16, 2019, February 15, 2019, February 22, 2019, May 31, 2019, and January 1, 2020 instead of May 26, 2020, respectively. The proforma information does not necessarily reflect the results of operations that would have occurred had the entities been a single company during those periods (dollar amounts in thousands). For the three months ended For the nine months ended 2020 2019 2020 2019 Revenues $ 9,705 $ 7,552 $ 23,842 $ 23,270 Gross Profit 6,324 3,668 16,133 10,747 Operating Loss (2,200 ) (1,809 ) (4,084 ) (3,513 ) Net Loss $ (5,160 ) $ (1,916 ) $ (7,490 ) $ (3,554 ) Weighted Average Common Stock: Basic and diluted 169,847,977 138,287,385 155,998,802 138,287,385 Loss per Common Share – Basic and diluted (0.03 ) (0.01 ) (0.05 ) (0.03 )

Inventory

Inventory	9 Months Ended
	Sep. 30, 2020
Inventory Disclosure [Abstract]
Inventory	NOTE 5 – INVENTORY Inventory, consisting of production material consumables, hard goods, spare components and work in process, was approximately $7.3 million and $3.6 million at September 30, 2020 and December 31, 2019, respectively. September 30, 2020 December 31, 2019 Raw Materials $ 55 $ 48 Finished Goods 5,906 2,969 Work in process 1,296 622 Total Inventory $ 7,257 $ 3,639

Investment in Joint Ventures

Investment in Joint Ventures	9 Months Ended
	Sep. 30, 2020
Investments in and Advances to Affiliates [Abstract]
Investment in Joint Ventures	NOTE 6 – INVESTMENT IN JOINT VENTURES As of September 30, 2020, the Company’s investments in joint ventures consisted of the following: December 31, 2019 $ 752 Cash contributions for interest in joint venture 250 Funds utilized by joint venture (162 ) September 30, 2020 $ 840 On March 19, 2019, the Company entered into a Transfer and Assignment Agreement with Taronis Fuels Gas Technology Energy (the “Taronis Turkey Joint Venture” or “TTJV”) whereby the Company agreed to transfer and assign that certain Gasifier Purchase Agreement (“GPA”) entered into on July 17, 2019 with TA Group Media Industry Trade Joint Stock Company (“TA”), a third party, to TTJV. The purpose of the GPA is to create and sell MagneGas by selling to TA up to 30 300 KW gasification units at a purchase price of $5 million per unit. The venture will also earn an annual service fee for each unit sold, along with a royalty payment as specified in the agreement. The business purpose of the venture is to operate Units and sell the gas produced for use in welding and metal cutting for construction and manufacturing. The Company has a 49% equity ownership interest in TTJV and accounts for the interest as an equity method investment. As the Company does not control TTJV and is not involved in decision-making, the Company does not consolidate TTJV under ASC 810 – Consolidation. During the third quarter of the current fiscal year, the venture utilized approximately $0.3 million of the venture’s cash balance for standard operations as outlined above, of which 49% has been recognized by the Company. As a result, the Company recapitalized the joint venture balance in the amount of $0.25 million, which is to be used for future operations. The venture’s operations to date have consisted primarily of licensing and permitting and have not been material. The venture’s assets approximate the advances as recorded on the condensed consolidated balance sheet on September 30, 2020.

Intangible Assets, Net

Intangible Assets, Net	9 Months Ended
	Sep. 30, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets, Net	NOTE 7 – INTANGIBLE ASSETS, NET The Company’s intangible assets consisted of the following: Estimated useful life Weighted average remaining life September 30, 2020 December 31, 2019 Non-compete agreements 5 years 4.75 years $ 4,196 - Less: Accumulated amortization (294 ) - Intangible assets, net $ 3,902 - The Company recorded amortization expense of $0.2 million and $0.3 million for the three and nine months ended September 30, 2020, respectively. The following table outlines estimated future annual amortization expense for the next five years and thereafter: December 31, 2020 $ 210 2021 839 2022 839 2023 839 2024 839 Thereafter 336 Total $ 3,902

Goodwill

Goodwill	9 Months Ended
	Sep. 30, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	NOTE 8 – GOODWILL Goodwill outstanding as of December 31, 2019 and September 30, 2020 is as follows: Goodwill December 31, 2019 $ 11,623 Acquisitions 9,523 Impairment - September 30, 2020 $ 21,146

Leases

Leases	9 Months Ended
	Sep. 30, 2020
Leases [Abstract]
Leases	NOTE 9 – LEASES The Company leases facilities located in various states in the United States for its office and operations under non-cancellable operating leases that expire at various times through 2029. The Company recorded right-of-use assets of approximately $9.9 million and lease liabilities of approximately $9.8 million as of September 30, 2020. Rent expense associated with the leases is recognized as payments are made over the course of the respective lease terms. Supplemental lease expense (unaudited) related to leases was as follows: For the Three Months Ended September 30, 2020 For the Nine Months Ended September 30, 2020 Operating lease expense $ 965 $ 1,795 Finance lease expense: Amortization of right-of-use assets $ 80 $ 133 Interest on lease liabilities 16 29 Total finance lease expense $ 96 $ 162 Total lease expense $ 1,061 $ 1,957 For the Three September 30, 2019 For the Nine Months Ended September 30, 2019 Operating lease expense $ 320 $ 259 Finance lease expense: Amortization of right-of-use assets $ 19 $ 62 Interest on lease liabilities 3 - Total finance lease expense $ 22 $ 62 Total lease expense $ 342 $ 321 For the Nine For the Nine Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ (1,580 ) $ (769 ) Operating cash flows from financing leases $ (133 ) $ (107 ) Other information related to leases where the Company is the lessee is as follows: As of Weighted average remaining lease term: Operating leases 7.3 years Finance leases 3.3 years Weighted average discount rate: Operating leases 8.0 % Finance leases 3.9 % Maturities of lease liabilities were as follows: Operating Finance 2020 $ 470 $ 94 2021 1,763 362 2022 1,701 322 2023 1,652 231 2024 1,616 95 Thereafter 4,177 - Total lease payments 11,378 1,104 Less: Present value adjustment (2,602 ) (98 ) Total liability $ 8,776 1,006 Current portion $ 1,152 320 Long term portion 7,625 686 Total liability $ 8,776 1,006

Notes Payable

Notes Payable	9 Months Ended
	Sep. 30, 2020
Debt Disclosure [Abstract]
Notes Payable	NOTE 10 – NOTES PAYABLE The Company’s notes payable consisted of the following: Balance as of Balance as of Trico Notes Payable Assumed $ 42 $ 78 Tech-Gas Acquisition Promissory Note 3,400 - Tech-Gas Acquisition Non-Competition Note 3,687 - Tech-Air Acquisition Promissory Note 502 - PPP Promissory Note 1,994 - SpyGlass Note Payable 520 520 PowerUp Lending Promissory Note 182 - Total Notes Payable $ 10,327 $ 598 Current portion $ 6,585 $ - Long-term portion $ 3,741 $ 598 Total Notes Payable $ 10,327 $ 598 Trico Notes Payable Assumed On April 3, 2018, in conjunction with the acquisition, the Company assumed approximately $0.3 million in promissory notes payable by Trico Welding Supplies, Inc. (“Trico”), when the Company completed the acquisition of Trico. Trico is obligated under seven promissory notes with interest rates ranging between 4.75-6.75%. Year to date, approximately $0.03 million in repayments were made on the note. As of September 30, 2020, and December 31, 2019, the total principal balance payable by Trico was approximately $0.04 million and $0.1 million, respectively. Tech-Gas Acquisition Promissory Note As discussed in “Note 4 – Acquisitions,” the Company purchased all of the issued and outstanding membership interests in Tech-Gas Solutions, LLC for the Purchase Price. At closing, the Company paid the Sellers $4 million in cash, with the remaining $4 million Purchase Price balance to be paid pursuant to a multi-year Seller debt financing arrangement structured as a promissory note with a principal amount of $4 million, a term of 24 months, an interest rate of 8% per annum, and secured by Membership Interest Pledge Agreement pledging the membership interests purchased in the Acquisition as security for the repayment of the Promissory Note. Year to date, approximately $0.6 million in repayments were made. As of September 30, 2020, the total principal balance was approximately $3.4 million. Tech-Gas Acquisition Non-Competition Notes In conjunction with the Tech-Gas Acquisition, the Company entered into a Membership Interest Purchase and Sale Agreement with the owners of Tech-Gas Solutions, LLC for the purchase of all of the issued and outstanding membership interests owned by the Sellers in Tech-Gas Solutions, LLC. In addition to the acquisition, confidentiality, non-solicitation and non-competition agreements were entered into between the Company and the Sellers of Tech-Gas Solutions, LLC on May 26, 2020. Total consideration for the non-compete agreements was $4.2 million and will be paid over the contractual term of the agreement, which is 5 years. Year to date, approximately $0.5 million in repayments were made. As of September 30, 2020, the total principal balance was approximately $3.7 million. Tech Air Acquisition Promissory Note As discussed in “Note 4 – Acquisitions,” the Company purchased all assets of Tech Air of South Florida for the Asset Purchase Price of $2 million. At closing, the Company paid Tech Air $1.5 million in cash, with the remaining $0.5 million Asset Purchase Price balance to be paid pursuant to a Paycheck Protection Program Promissory Note and Agreement On May 8, 2020, we entered into a Paycheck Protection Program Promissory Note and Agreement with Wells Fargo Bank, N.A. in the principal amount of $2 million with a fixed interest rate of 1.00% and a term of 2 years. The Loan was provided to the Company pursuant to the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”). The Loan is forgivable if the Company provides to the Lender, in Lender’s sole discretion, sufficient documentation that (i) the Company used all of the Loan proceeds for the forgivable purposes set forth in Paragraph 7 of the Loan and (ii) employee and compensation levels are maintained. The Loan contains such other terms as are common in commercial promissory note and loan agreements. As of September 30, 2020, the total principal balance remaining on the note is $2 million. Power Up Lending Convertible Promissory Note On June 4, 2020, the Company entered into a Securities Purchase Agreement for the sale of a convertible promissory note in the aggregate principal amount of approximately $0.2 million to Power Up Lending Group Ltd. The Note has an interest rate of 8% per annum and a term of 12 months. The Lender has the right to convert the Note into shares of the Company’s common stock beginning on the date that is 180 days from the issuance date of the Note. The Note may be converted at a 25% discount to the average of the three lowest trading prices of the Company’s common stock during the ten trading day period immediately prior to the conversion date. The Company has the right to prepay the Note at any time within the first 180 days from the issuance date of the Note. Year to date, no repayments have been made. As of September 30, 2020, the total principal balance remaining on the note is $0.2 million (net of $0.01 million discount of which a portion has been amortized). On September 30, 2020, minimum future payments under the notes payable are as follows: For the year ended December 31, Amount 2020 $ 1,187 2021 5,938 2022 2,680 Thereafter 522 Total minimum future payments $ 10,327 Current portion $ 5,883 Long term portion 4,444 Total notes payable $ 10,327

Future Revenue Payables

Future Revenue Payables	9 Months Ended
	Sep. 30, 2020
Future Revenue Payables
Future Revenue Payables	NOTE 11 – FUTURE REVENUE PAYABLES The following table provides a year to date look at what has been recorded in association with each agreement: Face Value Repayments Loan Origination Fees Discounts Amortization of Discount Balance as of Apex Funding Source 745 (745 ) (110 ) (245 ) 355 - BMF Capital 1,500 (1,368 ) (145 ) (500 ) 644 131 Reserve Funding Group, LLC 6,446 (3,098 ) (280 ) (2,144 ) 1,133 2,057 Velocity Capital 475 (468 ) (22 ) (151 ) 173 7 TGS AR 1,583 (275 ) - - - 1,308 Spin Funding 675 (203 ) (20 ) (175 ) 50 327 NewCo Funding 276 (79 ) (9 ) (76 ) 24 136 Total Future Revenue Payables 11,700 (6,236 ) (586 ) (3,291 ) 2,379 $ 3,966 The Company has entered into several non-recourse agreements for the purchase and sale of future receipts with various lenders including: Apex Funding Source, BMF Capital, Reserve Funding Group, LLC, Velocity Capital, Spin Funding, and NewCo Funding, which are described in depth below. The Company received net cash proceeds in the amount of the stated face value for the future receipts of revenues in the gross amount of the respective agreements’ face value, loan origination fees, and discounts. The Company has recorded discounts associated with the future revenue payable balances, which represent the loan origination fees paid in connection with the financing and original issue debt discounts. Both the loan origination fees and the debt discounts will be amortized to interest expense over the life of the agreement. The terms of the agreements vary with respects to required payments as some as required to be remitted daily, while others are weekly. Apex Funding Source On May 22, 2020, the Company entered into a non-recourse agreement for the purchase and sale of future receipts with Apex Funding Source. The Company received net cash proceeds of $0.5 million for the future receipts of revenues in the amount of approximately $0.7. The Company recorded a liability of approximately $0.7 million and a debt discount for approximately $0.4 million, which represents the original issue discount and the fees paid in association with the financing. The debt discount was amortized to interest expense over the life of the agreement. Under the terms of the agreement the Company was required to make minimum weekly payments in the aggregate of approximately $0.05 million. As of September 30, 2020, the balance due had been fully paid off. BMF Capital On May 22, 2020, the Company entered into a non-recourse agreement for the purchase and sale of future receipts with BMF Capital. The Company received net cash proceeds of approximately $0.9 million for the future receipts of revenues in the amount of approximately $1.5 million. The Company recorded a liability of approximately $1.5 million and a debt discount for approximately $0.6 million, which represents the original issue discount and the fees paid in association with the financing. Under the terms of the agreement the Company is required to make minimum weekly payments in the aggregate of approximately $0.1 million. The Company made a total of twenty-nine payments through September 30, 2020 for approximately $1.4 million. As of September 30, 2020, the payable amount for this financing agreement was approximately $0.1 million. Reserve Funding Group, LLC On May 27, 2020, the Company entered into a non-recourse agreement for the purchase and sale of future receipts with Reserve Funding Group, LLC. The Company received net cash proceeds of $0.5 million for the future receipts of revenues in the amount of approximately $0.7 million. The Company recorded a liability of approximately $0.7 million and a debt discount for approximately $0.3 million, which represents the original issue discount and the fees paid in association with the financing. As of September 30, 2020, the balance due had been fully paid off. On July 2, 2020, the company entered into a non-recourse agreement for the purchase and sale of future receipts with Reserve Funding Group, LLC. The Company received net cash proceeds of $0.9 million for the future receipts of revenues in the amount of approximately $1.3 million. The Company recorded a liability of approximately $1.3 million and a debt discount for approximately $0.4 million, which represents the original issue discount and the fees paid in association with the financing. As of September 30, 2020, the balance due had been fully paid off. On August 3, 2020, the company entered into a non-recourse agreement for the purchase and sale of future receipts with Reserve Funding Group, LLC. The Company received net cash proceeds of $1.3 million for the future receipts of revenues in the amount of approximately $1.9 million. The Company recorded a liability of approximately $1.9 million and a debt discount for approximately $0.7 million, which represents the original issue discount and the fees paid in association with the financing. The company made a total of forty-two payments through September 30, 2020 for approximately $0.5 million. As of September 30, 2020, the payable amount for this financing agreement was approximately $0.9 million. On August 27, 2020, the company entered into a non-recourse agreement for the purchase and sale of future receipts with Reserve Funding Group, LLC. The Company received net cash proceeds of $1.7 million for the future receipts of revenues in the amount of approximately $2.5 million. The Company recorded a liability of approximately $2.5 million and a debt discount for approximately $1 million, which represents the original issue discount and the fees paid in association with the financing. The Company made approximately twenty-two payments through September 30, 2020 for approximately $1 million. As of September 30, 2020, the payable amount for this financing agreement was approximately $1.2 million. Velocity Capital Group On May 28, 2020, the Company entered into a non-recourse agreement for the purchase and sale of future receipts with Velocity Capital Group. The Company received net cash proceeds of approximately $0.1 million for the future receipts of revenues in the amount of approximately $0.2 million. The Company recorded a liability of approximately $0.2 million and a debt discount for approximately $0.1 million, which represents the original issue discount and the fees paid in association with the financing. As of September 30, 2020, the balance due had been fully paid off. On June 2, 2020, the Company, through its wholly owned subsidiary Tech-Gas Solutions, LLC, entered into a non-recourse agreement for the purchase and sale of future receipts with Velocity Capital Group. The Company received net cash proceeds of approximately $0.2 million for the future receipts of revenues in the amount of approximately $0.3 million. The Company recorded a liability of approximately $0.3 million and a debt discount for approximately $0.1 million, which represents the original issue discount and the fees paid in association with the financing. Under the terms of the agreement the Company is required to make daily payments in the aggregate of approximately $0.003 million. The Company made a total of seventy-three payments through September 30, 2020 for approximately $0.2 million. As of September 30, 2020, the balance due is approximately $0.01 million. Tech-Gas Solutions, LLC Accounts Receivable Financing In conjunction with the Tech-Gas Acquisition as described in Note 4 - Acquisitions, the Company entered into an Accounts Receivable Letter Agreement with the owners of Tech-Gas Solutions, LLC for the payment of accounts receivable owed to the Sellers in the amount of approximately $1.6 million (referred to in the table above as ‘TGS AR’). As such, the obligation outstanding is to the Company’s wholly owned subsidiary, Tech-Gas Solutions, LLC. The Company will pay to the Sellers a total of $0.03 million per week until the accounts receivables balance outstanding on May 26, 2020 is paid in full. As of September 30, 2020, $0.3 million had been repaid leaving an outstanding balance of $1.3 million. Spin Funding On August 19, 2020, the Company entered into a non-recourse agreement for the purchase and sale of future receipts with Spin Funding. The Company received net cash proceeds of $0.5 million for the future receipts of revenues in the amount of approximately $0.7. The Company recorded a liability of approximately $0.7 million and a debt discount for approximately $0.2 million, which represents the original issue discount and the fees paid in association with the financing. The debt discount will be amortized to interest expense over the life of the agreement. Under the terms of the agreement the Company is required to make minimum daily payments in the aggregate of approximately $0.07 million. As of September 30, 2020, the outstanding payable principle balance is $0.5 million ($0.3 million net of discount). NewCo Funding On August 25, 2020, the Company entered into a non-recourse agreement for the purchase and sale of future receipts with NewCo Capital Funding. The Company received net cash proceeds of $0.2 million for the future receipts of revenues in the amount of approximately $0.3. The Company recorded a liability of approximately $0.3 million and a debt discount for approximately $0.1 million, which represents the original issue discount and the fees paid in association with the financing. The debt discount will be amortized to interest expense over the life of the agreement. Under the terms of the agreement the Company is required to make minimum daily payments in the aggregate of approximately $0.03 million. As of September 30, 2020, the outstanding payable principle balance is $0.2 million ($0.1 million net of discount).

Senior Convertible Debentures

Senior Convertible Debentures	9 Months Ended
	Sep. 30, 2020
Debt Disclosure [Abstract]
Senior Convertible Debentures	NOTE 12 – SENIOR CONVERTIBLE DEBENTURES On August 7, 2020, the Company closed a private placement of Debentures and Warrants, collectively known as the “Offering.” In connection with the Offering, the Company entered into a Securities Purchase Agreement with several accredited investors and agreed to sell to the accredited investors 12.5% original issue discount senior subordinated secured convertible debentures in the aggregate principal amount of $7.7 million. The debentures come due July 24, 2021 and have a stated interest rate of 8%, with interest payable quarterly. The Company has a maturity date right extension to extend the stated due date of the debenture 3 months, however we deem it unlikely the extension feature will be utilized. Further, unpaid portions of the debentures are convertible into shares of common stock exercisable at $0.09 per share by the debt holder at any time. On the date of issuance, the fair value of common stock exceeded the value of the conversion feature. As such, the transaction contained a beneficial conversion feature which the Company determined to have a value in excess of the net senior convertible debenture balance. As the discount cannot exceed the net value of the debenture, a discount associated with the beneficial conversion feature of $1.9 million was recorded. We evaluated the debentures in accordance with ASC 815 – Derivatives and Hedging The gross proceeds received by the Company and associated expenses are outlined in the table below (in thousands): Senior Convertible Debentures Debenture principle balance 7,650 Original Issue Discount (850 ) Loan Origination Fee Discount (740 ) Amortized discount 162 Principal balance as of September 30, 2020 6,222 Value allocated to beneficial conversion feature (1,941 ) Value allocated to warrants (4,069 ) Net balance 212 During the current quarter, approximately $0.2 million of the recorded discounts and loan origination fees were amortized. As of September 30, 2020, the outstanding principal debenture balance was $7.7 million ($0.2 million net of unamortized discounts). The convertible debentures, as well as any unpaid accrued interest, costs, and associated expenses, are convertible into shares of Common Stock valued at $0.09 at the option of the holder. As of September 30, 2020, no payments had been made on the convertible debentures. As a result, the debenture holders had the right to acquire up to 85,000,000 shares of our Common Stock. Further, common stock purchase warrants were also granted in conjunction with the issuance of the convertible debentures. In total, 93,500,000 warrants were granted to accredited investors which are holders of the convertible debentures. Each warrant is convertible into one share of the Company’s common stock and has an exercise price of $0.09. All warrants vest three years from the date of grant, which range from July 24, 2023 through August 25, 2023, are detachable from the debentures, and will remain outstanding even if the debentures are repaid in full or converted into shares of common stock. A total value of $4.1 million was allocated to the warrants. Refer to Note 14 – Stock-Based Awards for additional details surrounding the granted warrants and how their allocated value was determined.

Stockholders' Equity

Stockholders' Equity	9 Months Ended
	Sep. 30, 2020
Equity [Abstract]
Stockholders' Equity	NOTE 13 - STOCKHOLDERS’ EQUITY Common Shares Issued for Cash On March 30, 2020, the Company received total proceeds of approximately $0.1 million and an assignment of shares from a private placement of restricted common stock offered to the Company’s officers and directors. In connection with the offering, the directors purchased an aggregate of 1,358,697 shares of restricted common stock at a total fair value of approximately $0.1 million. Common Shares Issued for Marketable Securities On March 30, 2020, the Company received 7,000,000 shares of common stock valued at approximately $0.3 million from a publicly traded company for a private placement of restricted common stock offered to the Company’s officers and directors. In connection with the offering, the CEO purchased an aggregate of 3,043,479 shares of restricted common stock at a total fair value of approximately $0.3 million. During the third quarter of the current fiscal year, all of the marketable securities were sold. In connection with the sale, a loss of $0.2 million was realized. Common Shares Issued for Services On January 1, 2020, the Company issued a member of our Board of Directors 1,472,535 shares of restricted common stock as board compensation. The total fair value of the shares on the date of issuance was approximately $0.21 million. The shares were fully vested on the date of issuance and were charged to the statement of operations for the nine months ended September 30, 2020. On both January 10, 2020 and August 12, 2020, the Company issued an aggregate of 200,000 shares of restricted common stock to three individuals. The total fair value of the shares on the dates of issuance was approximately $0.03 and $0.02 million, respectively. The shares were fully vested on the date of issuance and were charged to the statement of operations for the nine months ended September 30, 2020. On February 3, 2020, the Company issued an aggregate of 445,000 shares of restricted common stock to nine employees for services rendered. The total fair value of the shares on the date of issuance was approximately $0.06 million. The shares were fully vested on the date of issuance and were charged to the statement of operations for the nine months ended September 30, 2020. On March 24, 2020, the Company issued an aggregate of 5,000,000 shares of restricted common stock to three consultants for services to be rendered pursuant to their consulting agreements. The total fair value of the shares on the date of issuance was approximately $0.43 million. The shares were fully vested on the date of issuance and were charged to the statement of operations for the nine months ended September 30, 2020. On May 6, 2020, the Company issued 138,000 shares of restricted common stock as compensation for consulting services. The total fair value of the shares on the date of issuance was approximately $0.02 million. The shares were fully vested on the date of issuance and were charged to the statement of operations for the three months ended June 30, 2020. The shares were not issued from the Company’s equity compensation plan. On July 20, 2020, the Company issued 50,000 shares of restricted common stock as compensation to employees for services rendered. The total fair value of the shares on the date of issuance was approximately $0.01 million. The shares were fully vested on the date of issuance and were charged to the statement of operations for the nine months ended September 30, 2020. On August 21, 2020 and August 25, 2020, the Company issued 200,000 shares of restricted common stock as compensation for consulting for services. Common Shares Issued for Settlement On January 15, 2020, the Company entered into a Settlement Agreement with YA II PA, Ltd. and in connection with the settlement of litigation the Company issued YA II PN, Ltd. a total of 2,375,000 shares of unrestricted stock, valued at a total fair value of approximately $0.3 million. The shares were issued as a settlement for a previously accrued liability for the year ended December 31, 2019 Common Shares Issued in Lieu of Cash Payments On June 3, 2020, the Company issued 1,667,667 shares of restricted common stock to the landlord of its corporate headquarters in Peoria, Arizona in lieu of cash for partial payment of the Company’s lease deposit. The Company issued shares with a fair value of approximately $0.3 million. The approved book value of the shares was $0.2 million, which resulted in a loss upon issuance of the shares in the amount of $0.1 million and was recorded as an operating expense. The shares were fully vested on the date of issuance. On September 1, 2020, the Company issued 576,923 shares of restricted common stock to the landlord of its corporate headquarters in Peoria, Arizona in lieu of cash for partial repayment of leasehold improvements. The Company issued shares with a fair value of approximately $0.08 million. The shares were fully vested on the date of issuance. Common Shares Issued as a Private Offering On June 15, 2020, the Company closed a private placement of restricted common stock offered to accredited investors. In connection with the private placement, the Company entered into subscription agreements with eight accredited investors. Pursuant to the terms of the Subscription Agreement(s), the Company sold, in the aggregate, 9,000,000 shares of restricted common stock on June 15, 2020 and an additional 1,000,000 on July 6, 2020. Total gross proceeds amounted to $1 million. On August 20, 2020, the Company issued 2,500,000 additional shares of restricted common stock to the accredited investors for no additional consideration pursuant to obligations under the terms of the private placement documentation. Capital Contributions from Former Parent On March 31, 2020, Taronis Fuels, Inc. and BBHC, entered into a Memorandum of Understanding for the purpose of settling certain indemnity obligations of BBHC owed to the Company per the Section 3.03 of the Master Distribution Agreement entered into by and between Taronis Fuels, Inc. and BBHC on December 2, 2019. The net capital contributions made by BBHC during the first and second quarters of fiscal year 2020 of approximately $5 million and $0.3 million, and respectively. During the third quarter of the current fiscal year, the Company has a balance due from former parent in the amount of $1.2 million. This balance has been applied against prior capital contributions. The payments were meant to indemnify the Company for liabilities and other costs incurred after the spin-off. As of September 30, 2020, the Company has a balance of capital contributions from former parent in the amount of $4.1 million. Common Shares Issued as Partial Purchase Price On August 19, 2020, the Company issued 7,092,199 shares of restricted stock to BBHC as partial payment of the Intellectual Property Purchase Price in connection with the acquisition of BBHC’s Intellectual Property. The Company issued the shares with a fair value of $1.0 million. The shares were fully vested on the date of issuance.

Stock-Based Awards

Stock-Based Awards	9 Months Ended
	Sep. 30, 2020
Share-based Payment Arrangement [Abstract]
Stock-Based Awards	NOTE 14 – STOCK-BASED AWARDS Options During the third quarter of 2020, the Company elected to grant employees stock options as a form of additional compensation. The stock options were granted in three tranches, each vesting ratably over unique vesting terms dependent solely on a defined service period. The Company measured the fair value of the stock options on the date of grant using the Black-Scholes option pricing model. Note, prior to the third quarter, no stock option or warrants had been granted. The following table details the assumptions utilized in the Black-Scholes option pricing model used to estimate the fair value of the options granted: Issuance Date July 10, 2020 July 20, 2020 August 3, 2020 Stock price 0.1276 0.1270 0.1050 Exercise price 0.1276 0.1200 0.1050 Vesting term (years) 0.00 1.00 1.43 Annual risk-free rate 0.65 % 0.62 % 0.56 % Annualized volatility 141.52 % 139.48 % 134.36 % The following table summarizes stock option activity: Shares Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (years) Aggregate Intrinsic Value December 31, 2019 - $ - Granted 4,490,820 $ 0.12 10 Exercised - - Forfeited (1,213,320 ) $ 0.13 10 Expired - - - Outstanding as of September 30, 2020 3,277,500 0.12 9.79 $ 369,759 Exercisable as of September 30, 2020 2,902,500 $ 0.12 9.15 $ 334,322 Warrants As described above within Note 12 – Senior Convertible Debentures, the Company closed a private placement financing transaction which consisted of debentures and detachable warrants on August 7, 2020. In accordance with ASC 470, the value of debentures and warrants were allocated based on the fair market value of the warrants and in accordance with ASC 480 – Distinguishing Liabilities from Equity Warrant Valuation The following table details the assumptions utilized in the Black-Scholes option pricing model used to estimate the fair value of the options granted: Issuance Date July 24, 2020 July 31, 2020 August 7, 2020 August 31, 2020 Stock price $ 0.120 $ 0.116 $ 0.129 $ 0.140 Exercise price $ 0.09 $ 0.09 $ 0.09 $ 0.09 Vesting term (years) 3.00 3.00 3.00 3.00 Annual risk-free interest rate 0.17 % 0.11 % 0.14 % 0.15 % Annualized volatility 137.24 % 134.18 % 134.84 % 132.52 % The following table summarizes warrant activity: Shares Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (years) Aggregate Intrinsic Value December 31, 2019 - $ - Granted 93,500,000 $ 0.09 3.00 Exercised (5,750,000 ) $ 0.09 Forfeited - - - Expired - - - Outstanding and Exercisable as of September 30, 2020 87,750,000 $ 0.09 2.70 $ 8,478,375 Warrant Allocation In accordance with ASC 470, we have allocated proceeds from the issuance of the debentures between each aspect of the transaction (outlined within Note 12 – Senior Convertible Debentures), being the debentures and the detachable warrants. As both aspects have a separate market value, the price of the security has been allocated to the debenture and the warrants based on their relative fair market values (FMV) at the time they were issued. Refer above for additional details surrounding the fair value calculation of the granted warrants and refer below for a breakdown of the fair value of the warrants in relation to the principal balance of the debentures based on warrant grant date. Number of Warrants Issued FMV Total Warrant FMV Debenture Principal Value Warrant FMV as & of Debenture Principal Balance July 24, 2020 37,968,750 $ 0.096 $ 3,645,000 $ 3,417,188 52 % July 31, 2020 31,406,250 $ 0.091 $ 2,857,969 $ 2,826,563 50 % August 7, 2020 12,093,750 $ 0.103 $ 1,245,656 $ 421,875 75 % August 25, 2020 12,031,250 $ 0.112 $ 1,347,500 $ 984,375 58 % Total 93,500,000 $ 7,650,001 53 % As the total warrant fair market value constitutes 53% of the debenture’s principal value, we allocated $4.1 million of the $7.7 million debenture face value to additional paid in capital.

Net Loss Per Share

Net Loss Per Share	9 Months Ended
	Sep. 30, 2020
Earnings Per Share [Abstract]
Net Loss Per Share	NOTE 15 – NET LOSS PER SHARE Basic and diluted net loss per share was calculated as follows for the three and nine months ended September 30, 2020 and 2019 (in thousands, except share data): For the three months ended For the nine months ended 2020 2019 2020 2019 Numerator: Net loss (5,159 ) (2,210 ) (7,508 ) (4,756 ) Denominator: Weighted average common stock outstanding – basic 169,847,977 138,287,385 155,998,802 138,287,385 Dilutive effect of weighted average shares of common stock equivalents resulting from options 2,277,527 - 759,176 - Weighted average common stock outstanding - diluted 172,125,504 138,287,385 156,574,827 138,287,385 Net loss per share: Basic and diluted (0.03 ) (0.02 ) (0.05 ) (0.03 ) The warrants and options granted during the third quarter of the current fiscal year, as well as the potential common stock associated with the convertible debenture have been included in the calculation of the diluted net loss per share as all are in-the-money as of September 30, 2020. The Company used the treasury stock method to determine the number of dilutive shares. The following potential weighted average common shares were excluded from the calculation of net loss per share due to their anti-dilutive effect for the three and nine months ended September 30, 2020 and 2019 (in thousands): For the three months ended For the nine months ended 2020 2019 2020 2019 Common stock equivalents resulting from options 516,484 - 172,161 - Common stock equivalents resulting from warrants 58,742,788 - 19,580,929 - Common stock equivalents resulting from convertible debentures 50,439,560 - 16,813,187 - Total 109,698,832 - 36,566,277 -

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2020
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	NOTE 16 - COMMITMENTS AND CONTINGENCIES Litigation Certain conditions may exist as of the date the condensed consolidated financial statements are issued which may result in a loss to the Company, but which will only be resolved when one or more future events occur or fail to occur. The Company assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company, or unasserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or unasserted claims, as well as the perceived merits of the amount of relief sought or expected to be sought therein. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability will be accrued for in the Company’s condensed consolidated financial statements. If the assessment indicates a potentially material loss contingency is not probable, but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability and an estimate of the range of possible losses, if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed, unless they involve guarantees, in which case the guarantees would be disclosed. There can be no assurance that such matters will not materially and adversely affect the Company’s business, financial position, and results of operations or cash flows. The Company is not involved in any litigation that could have a materially adverse effect on the financial condition or results of operations. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company’s executive officers or any of the subsidiaries, threatened against or affecting the Company, our common stock, any of the subsidiaries or subsidiaries’ officers or directors in their capacities as such, in which an adverse decision could have a material adverse effect. Purchase Agreement In August 2020, the Company entered into a Purchase Agreement with BBHC, the Company’s former parent, pursuant to which the Company acquired the intellectual property portfolio of BBHC. The August 2020 Purchase Agreement superseded a License Agreement, which the Company had entered in to with BBHC effective April 2020. Through the purchase of key intellectual property, the Company was able to obtain ownership to fundamental rights that were previously held under the License Agreement. The fundamental terms and rights include: (a) the Company’s exclusive worldwide rights to manufacture and distribute the proprietary metal cutting fuel MagneGas® as well as any other gases created using the equipment and methods (b) certain other rights related to the Company’s use of BBHC’s trademarks, patents, software and other intellectual property and (c) the Company’s ability to commercially manufacture and sell the Venturi® Flow Submerged Plasma Arc Gasification Units for the creation of gases. Included within the Purchase Agreement are terms to remit a seven percent royalty on any net cash proceeds received by the Company in relation to the use of any intellectual property comprising the Purchase Agreement for five years after the Purchase Agreement date. As of September 30, 2020, and 2019, the Company did not incur any license expense. In connection with the Purchase Agreement entered into with BBHC in August 2020, pursuant to which the Company purchased all of BBHC’s Intellectual Property for $1.25 million (refer to Note 4 – Acquisitions for additional discussion), the Company and BBHC agreed to terminate the License Agreement. The Company and BBHC decided to terminate the License Agreement following the Company’s acquisition of the Intellectual Property as BBHC would no longer own the certain Intellectual Property subject to the Agreement. Included in the Purchase Agreement entered into with BBHC in August 2020 are terms similar to the License Agreement which require the Company to remit, on a monthly basis, a seven percent royalty on any net cash proceeds received by the Company in relation to the use of any intellectual property purchased from BBHC for a term of five years. As of September 30, 2020, and 2019, the Company did not incur any license expense.

Nature of Sale of Gasification

Nature of Sale of Gasification Equipment to Former Parent	9 Months Ended
	Sep. 30, 2020
Nature Of Sale Of Gasification Equipment To Former Parent
Nature of Sale of Gasification Equipment to Former Parent	NOTE 17 - NATURE OF SALE OF GASIFICATION EQUIPMENT TO FORMER PARENT During the second quarter of fiscal year 2020, the Company sold a 300 KW gasification unit to its former parent, BBHC, Inc. for $3 million. The $3 million transaction price was determined by using a pre-existing contract associated with the Taronis Turkey Joint Venture “TTJV” as a proxy for fair market value for an arm’s length transaction. Refer to Note 6 – Investment in Joint Ventures In accordance with the Company’s revenue recognition policy, all three performance obligations were satisfied (i.e. the unit was delivered, and all services were provided) during the second quarter. As such, all $3 million in revenue associated with the unit sale was recognized during the second quarter.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2020
Subsequent Events [Abstract]
Subsequent Events	NOTE 18 – SUBSEQUENT EVENTS Entry into Loan and Security Agreement On October 21, 2020, the Company and certain of its subsidiaries entered into a Loan and Security Agreement with Tech Capital, LLC (the “Lender”). The Loan Agreement provides for a senior secured asset-based revolving credit facility of up to $10 million, which the Company may draw upon from time to time during the term of the Loan Agreement. The Company intends to use the proceeds from loans under the Credit Facility for working capital and general business purposes. The Loan Agreement has a basic term of 12 months, which will automatically renew for successive 12-month periods. However, the Company may terminate the Loan Agreement at any time upon 30 days’ prior written notice to Lender. The Lender may terminate the Loan Agreement at any time upon 30 days’ prior written notice to the Company or immediately without prior written notice following an event of default that is not cured prior to the expiration of any cure period applicable to the same, if any. Availability under the Credit Facility will be based upon periodic borrowing base calculations valuing certain of the Company’s accounts receivable and inventory. Outstanding borrowings under the Credit Facility accrue interest, which are payable monthly based on the average daily outstanding balance, at a rate equal 2.75% plus the prime rate (as published in the Western Edition of the Wall Street Journal in effect from time to time) per annum, provided that such prime rate shall at all times be deemed to be not be less than 3.25% per annum. However, regardless of the rate and prime rate in effect and amount of outstanding borrowings, the minimum monthly interest payments required under the Loan Agreement shall be at least $0.01 million. The Company’s obligations under the Credit Facility are secured by all of the Company’s assets. Unregistered Sales of Equity Securities On October 9, 2020, the Company issued 100,000 shares of restricted common stock valued at a market price of $0.1132 to a consultant for services rendered or to be rendered. The shares were issued in reliance upon the exemption from registration provided by Section 4(a)(2) under the Securities Act. On October 14, 2020, the Company closed a private placement of shares of its restricted common stock, par value $0.000001, in reliance upon an exemption from registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended and Regulation D, Rule 506(b) as promulgated thereunder. In connection with the Offering, the Company entered into a Common Stock Purchase Agreement with several accredited investors. Pursuant to the Purchase Agreement, the Company agreed to sell to the Purchasers an aggregate of 108,500,000 shares of restricted Common Stock at a price per share of $0.10. The Company received a total of $10.9 million in gross proceeds from the Offering, before deducting Offering expenses and commissions, including the placement agent’s commission of $0.9 million, and reimbursement of the placement agent’s legal fees and other expenses in the amount of $0.06 million. The Company agreed to issue the placement agent a warrant in reliance upon the exemption from registration provided by Section 4(a)(2) under the Securities Act In an exchange transaction that closed in October 2020, the Company issued 20,037,020 shares of its common stock On October 21, 2020, the Company issued a warrant to the lender under its senior secured asset-based revolving credit facility to purchase 8,000,000 shares of common stock with an exercise price of $0.1250 and a expiration date of five years from the date of issuance. The warrant represents a 10% warrant coverage on the full credit facility commitment of $10 million. The warrant was issued in reliance upon the exemption from registration provided by Section 4(a)(2) under the Securities Act. On November 6, 2020, the Company issued 4,385,965 shares of its restricted common stock to an employee pursuant to a Confidentiality, Non-Disclosure, and Non-Solicitation Agreement entered into with the employee in connection with the purchase of substantially all of the assets of Valley Welding Supply (described below). The shares were issued with a price per share of $0.1140, which was the closing price of the Company’s common stock on the OTCQB on November 6, 2020, and were issued in reliance upon the execution from registration provided by Section 4(a)(2) under the Securities Act. On November 18, 2020, the Company held a closing of a private placement of shares of its restricted common stock, par value $0.000001, in reliance upon an exemption from registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended and Regulation D, Rule 506(b) as promulgated thereunder. In connection with the Offering, the Company entered into a Common Stock Purchase Agreement with several accredited investors. Pursuant to the Purchase Agreement, the Company agreed to sell to the Purchasers an aggregate of 104,250,000 shares of restricted Common Stock at a price per share of $0.10. The Company received a total of $10.4 million in gross proceeds from the Offering, before deducting Offering expenses and commissions, including the placement agent’s commission of $0.5 million, and reimbursement of the placement agent’s legal fees and other expenses in the amount of $0.2 million. The private placement may be extended at the discretion of management. Registered Equity Securities Subsequent to September 30, 2020, approximately 25,875,000 of the Company’s outstanding warrants granted in connection with the Company’s private placement which occurred on or around August 7, 2020 were exercised into approximately 25,875,000 shares of common stock. Acquisition On November 6, 2020, the Company and its wholly owned subsidiary MagneGas Welding Supply – West, LLC entered into an Asset Purchase Agreement with the owners of Valley Welding Supply for the purchase of substantially all of its tangible and intangible business assets. The total purchase price for the assets was $2 million. At closing, the Company paid total cash consideration of $0.4 million and will pay additional cash consideration in the amount of $0.4 million within ninety days following the closing date. The remainder of the purchase price will be paid pursuant to an employment agreement and a consulting agreement entered into with the sellers.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2020
Accounting Policies [Abstract]
Revised Financial Statements	Revised Financial Statements During the preparation of the first quarter ended March 31, 2020 Form 10-Q, the Company determined that it unintentionally attributed and recorded in its annual report on Form 10-K land and building fixed assets, a promissory note and two future revenue payable agreements that were assets and obligations of the Company’s former parent, BBHC. The effect of this error resulted in an overstatement of property and equipment, notes payable, and depreciation and interest expense and an understatement of stockholders’ equity for the year ended December 31, 2019. The Company assessed the materiality of this misstatement in accordance with Staff Accounting Bulletin No. 108 – “Quantifying Misstatements” and concluded this error was not qualitatively material as there was no material impact on net loss, or any other balance sheet item and cash flows, among other considerations. As such, the correction of the error was revised in the March 31, 2020 condensed consolidated balance sheet and condensed consolidated statements of operations. Disclosure of the revised amounts will also be reflected in future filings containing the applicable periods. The effect of this revision on the line items within the condensed consolidated balance sheet and condensed consolidated statements of operations for the year ended December 31, 2019 was as follows: Year ended December 31, 2019 Previously Adjustments As revised Property and equipment $ 383 $ (383 ) $ - Total assets $ 383 $ (383 ) $ - Notes payable, current $ 150 $ (150 ) $ - Payable on the sale of future revenue, net $ 1,382 $ (1,382 ) $ - Total liabilities $ 1,532 $ (1,532 ) $ - Stockholders’ equity $ (1,149 ) $ 1,149 $ - Depreciation expense $ 4 $ (4 ) $ - Interest expense $ 477 $ (477 ) $ - Net loss $ (481 ) $ 481 $ - Net loss per share: Basic and diluted $ (0.04 ) $ - $ (0.04 ) The Company had determined that this error is a material weakness in internal control over financial reporting. See Part I, Item 4 – “Controls and Procedures” elsewhere in this Quarterly Report on Form 10-Q for further discussion.
Use of Estimates	Use of Estimates The Company prepares its financial statements in conformity with U.S. GAAP. These principles require management to make estimates and assumptions that affect the reported financial statement balances and disclosures. Management believes the estimates to be reasonable; however, actual results could differ from the stated estimates. The condensed consolidated financial statements presented include estimates associated with intangible assets, goodwill, the allowance for doubtful accounts, the useful lives of property, plant and equipment, and the fair value of granted equity awards.
Cash and Restricted Cash	Cash and Restricted Cash Cash consists of cash on hand and within checking accounts. Restricted cash consists of cash deposited with a foreign financial institution for approximately $0.9 million as of September 30, 2020 and December 31, 2019, respectively. The following table provides a reconciliation of cash and restricted cash reported in the condensed consolidated balance sheets that sum to the total of the same amounts show in the statement of cash flows. The restricted deposit was a deposit required for an international grant. September 30, 2020 December 31, 2019 Cash $ 212 $ 142 Restricted deposits 937 868 Total cash and restricted cash in the balance sheet $ 1,149 $ 1,010
Marketable Securities	Marketable Securities ASC Topic 820, Fair Value Measurements and Disclosures ASC 820 also establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The highest priority is given to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority given to unobservable inputs (Level 3). The three levels are described as: Level 1 Inputs – Unadjusted quoted prices in active markets for identical assets or liabilities that are accessible by the Company. Level 2 Inputs – Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly. Level 3 Inputs – Unobservable inputs for the asset or liability including significant assumptions of the Company and other market participants. Fair market value of the marketable securities is determined using a publicly quoted market price with any respective gains and losses being recorded within the Condensed Consolidated Statement of Income. During the current quarter, all Level 1 investments were sold. As of September 30, 2020, the Company does not hold any level 2 or 3 investments.
Accounts Receivable	Accounts Receivable Accounts receivables consist of (1) amounts due for the delivery of MagneGas sales to customers with payment terms of generally 30 days and (2) amounts due for the sale of gasification units. An allowance for doubtful accounts has been established for any amounts which may not be recoverable and is based on an analysis of the Company’s customer credit worthiness, historical estimates, and current economic trends. Receivables are determined to be past due based on payment terms of original invoices. The Company does not typically charge interest on past due receivables. The allowance for doubtful accounts was approximately $0.4 million and $0.8 million as of September 30, 2020 and December 31, 2019, respectively.
Long-lived assets	Long-lived assets Long-lived assets such as property, equipment and identifiable intangibles are reviewed for impairment whenever facts and circumstances indicate that the carrying value may not be recoverable. When required, impairment losses on assets to be held and used are recognized based on the fair value of the asset. The fair value is determined based on estimates of future cash flows, market value of similar assets, if available, or independent appraisals, if required. If the carrying amount of the long-lived asset is not recoverable from its undiscounted cash flows, an impairment loss is recognized for the difference between the carrying amount and fair value of the asset. When fair values are not available, we estimate fair value using the expected future cash flows discounted at a rate commensurate with the risk associated with the recovery of the assets. The Company recorded intangible assets consisting of non-compete agreements. Applicable long-lived assets are amortized or depreciated over the shorter of their estimated useful lives, the estimated period the assets will generate revenue, or the statutory or contractual term. Non-compete agreements are amortized using a straight-line method over the length of the applicable agreement. Estimates of useful lives and periods of expected revenue generation are reviewed periodically for appropriateness and are based on management’s judgment.
Goodwill and Indefinite-lived Assets	Goodwill and Indefinite-lived Assets We have recorded goodwill and other indefinite-lived assets in connection with acquisitions. Goodwill represents the difference between the consideration transferred and the fair value of the net assets acquired, and liabilities assumed under the acquisition method of accounting for push-down accounting. Goodwill is not amortized but is evaluated for impairment within the Company’s single reporting unit on an annual basis during the fourth quarter, or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of the Company’s reporting unit below its carrying amount. When performing the impairment assessment, the accounting standard for testing goodwill for impairment permits a company to first assess the qualitative factors to determine whether the existence of events and circumstances indicates that it is more likely than not that the goodwill is impaired. If the Company believes, as a result of the qualitative assessment, that it is more likely than not that the fair value of goodwill is impaired, the Company then must perform a quantitative analysis to determine if the carrying value of the reporting entity exceeds its fair value. The potential for impairment is measured during the fourth quarter of each fiscal year and if a triggering event occurs. The impact of the novel coronavirus (“COVID-19”) pandemic and its potential to be a triggering event was considered in the Company’s qualitative assessment. Currently, there has not been a significant impact on the carrying value of the Company, but this factor will continue to be evaluated. The Company notes there were no triggering events or impairment associated with Goodwill for the three and nine months ended September 30, 2020 or September 30, 2019.
Revenue Recognition	Revenue Recognition The Company generates revenue through four processes: (1) the sale of MagneGas fuel for metal cutting and through the sales of other industrial and specialty gases and related products through our wholly owned subsidiaries, (2) through sales of our Gasification Units, (3) through sales related to H.V.A.C gas supply, and (4) by providing consulting services. Our revenue recognition policy is as follows: ● Revenue for metal-working fuel, industrial gases, H.V.A.C gases, and welding supplies is recognized when performance obligations of the sale are satisfied. The majority of our terms of sale have a single performance obligation to transfer products. Accordingly, we recognize revenue when control has been transferred to the customer, generally at the time of shipment of products. ● Revenue generated from sales of each Gasification Unit is recognized in accordance with identified performance obligations within each unique contract. Typical performance obligations include: (1) design of the unit, (2) delivery of the units, (3) implementation services, and (4) ongoing support services. Regarding (1), (2) and (3), revenue is recognized based on satisfaction of the identified performance obligations, the value of which is often estimated based on labor hours and/or costs incurred. Regarding (4), revenue is recognized as time lapses. ● The Company applies the five-step process outlined in ASC 606 when recognizing revenue with regards to consulting services: ○ The Company enters into a written consulting agreement with a customer to provide professional services and has an enforceable right to payment for its performance completed to date ○ All promised services are identified to determine whether those services represent performance obligations ○ In considerations for the services to be rendered, the Company expects to receive incremental payments during the term of the agreement ○ Payments are estimated for each performance obligation and allocated in accordance with payment terms ○ Typically, consulting service contracts will follow a similar pattern of recognition as legacy GAAP. The nature of the consulting services is such that the customer will receive benefits of the Company’s performance only when the customer receives the professional services. Consequently, the entity recognizes revenue over time by measuring the progress toward complete satisfaction of the performance obligation. The following table represents sales revenue disaggregated by product category for the nine months ended September 30: For the three months ended For the nine months ended 2020 2019 2020 2019 Gas sold $ 3,266 $ 2,755 8,145 9,106 Gasification equipment 2,300 - 5,300 - Equipment sales 2,214 1,656 5,526 4,027 Cylinder sales 773 - 1,582 - Equipment rentals 773 746 2,164 2,433 Other 336 162 747 526 Total Revenues from Customers $ 9,662 $ 5,319 23,464 16,092 Other revenue consists of equipment repairs, hazmat services, freight & shipping, and consulting income.
Stock-Based Compensation	Stock-Based Compensation The Company accounts for stock-based compensation costs under the provisions of Accounting Standards Codification (“ASC”) 718, “Compensation—Stock Compensation” (“ASC 718”), which requires the measurement and recognition of compensation expense related to the fair value of stock-based compensation awards that are ultimately expected to vest. Stock based compensation expense recognized includes the compensation cost for all stock-based payments granted to employees, officers, and directors based on the grant date fair value estimated in accordance with the provisions of ASC 718. ASC 718 is also applied to awards modified, repurchased, or cancelled during the periods reported. The Company recorded total stock-based compensation to employees, officers, directors, and in exchange for other services of $0.4 and $1.1 million for the three and nine months September 30, 2020, respectively. No stock-based compensation was recorded during the three or nine months ended September 30, 2019.
Accounting Standards Not Yet Adopted	Accounting Standards Not Yet Adopted In December 2019, the FASB issued Accounting Standards Update (“ASU) No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes In January 2020, the FASB issued ASU 2020-01 – Investments – Equity Securities (Topic 321), Investments – Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) – Clarifying the Interactions between Topic 321, Topic 323, and Topic 815. The Company reviewed all other recently issued, but not yet effective, accounting pronouncements and do not expect the future adoption of any such pronouncements will have a material impact on our interim condensed consolidated financial statements.
Recent Accounting Standards	Recent Accounting Standards In August 2018, the FASB issued Accounting Standards Update (“ASU”) No. 2018-13, Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement In August 2018, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350) Simplifying the Test for Goodwill Impairment. In May 2019, the FASB issued ASU No. 2019-05, Financial Instruments – Credit Losses (Topic 326): Targeted Transition Relief In November 2019, the FASB issued ASU 2019-08, Compensation – Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606): Codification Improvements – Share-Based Consideration Payable to a Customer In August 2020, the FASB issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40) . Earnings Per Share,

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2020
Accounting Policies [Abstract]
Schedule of Financial Statements	The effect of this revision on the line items within the condensed consolidated balance sheet and condensed consolidated statements of operations for the year ended December 31, 2019 was as follows: Year ended December 31, 2019 Previously Adjustments As revised Property and equipment $ 383 $ (383 ) $ - Total assets $ 383 $ (383 ) $ - Notes payable, current $ 150 $ (150 ) $ - Payable on the sale of future revenue, net $ 1,382 $ (1,382 ) $ - Total liabilities $ 1,532 $ (1,532 ) $ - Stockholders’ equity $ (1,149 ) $ 1,149 $ - Depreciation expense $ 4 $ (4 ) $ - Interest expense $ 477 $ (477 ) $ - Net loss $ (481 ) $ 481 $ - Net loss per share: Basic and diluted $ (0.04 ) $ - $ (0.04 )
Schedule of Reconciliation Statement of Cash Flows	The following table provides a reconciliation of cash and restricted cash reported in the condensed consolidated balance sheets that sum to the total of the same amounts show in the statement of cash flows. The restricted deposit was a deposit required for an international grant. September 30, 2020 December 31, 2019 Cash $ 212 $ 142 Restricted deposits 937 868 Total cash and restricted cash in the balance sheet $ 1,149 $ 1,010
Schedule of Net Sales Disaggregation by Product Category	The following table represents sales revenue disaggregated by product category for the nine months ended September 30: For the three months ended For the nine months ended 2020 2019 2020 2019 Gas sold $ 3,266 $ 2,755 8,145 9,106 Gasification equipment 2,300 - 5,300 - Equipment sales 2,214 1,656 5,526 4,027 Cylinder sales 773 - 1,582 - Equipment rentals 773 746 2,164 2,433 Other 336 162 747 526 Total Revenues from Customers $ 9,662 $ 5,319 23,464 16,092

Acquisitions (Tables)

Acquisitions (Tables)	9 Months Ended
	Sep. 30, 2020
Business Combinations [Abstract]
Schedule of Allocation of Consideration Transferred	August 2020 Intellectual Property Purchase Agreement The preliminary allocation of the consideration transferred is as follows (dollar amounts in thousands): Assumed accounts payable $ 250 Stock consideration 1,000 Total purchase price $ 1,250 Capital contribution to former parent 1,250 August 2020 Asset Purchase and Sale Agreement The preliminary allocation of the consideration transferred is as follows (dollar amounts in thousands): Cash $ 1,500 Note payable 500 Total purchase price $ 2,000 Accounts receivable $ 106 Inventory 257 Property, plant and equipment 25 Accounts payable (32 ) Total purchase price allocation $ 356 Goodwill $ 1,644 May 2020 Membership Interest Purchase and Sale Agreement The preliminary allocation of the consideration transferred is as follows (dollar amounts in thousands): Cash $ 4,000 Note payable 4,000 Non-compete note 4,196 Total purchase price $ 12,196 Cash $ 240 Inventory 194 Other current assets 5 Property, plant and equipment 415 Right of use assets - financing 311 Right of use assets - operating 38 Intangible asset – Non-compete agreements 4,196 Accounts payable (700 ) Accrued liabilities (32 ) Operating leases liability (38 ) Financing leases (311 ) Total purchase price allocation $ 4,318 Goodwill $ 7,878
Schedule of Proforma Information of Operations	The proforma information does not necessarily reflect the results of operations that would have occurred had the entities been a single company during those periods (dollar amounts in thousands). For the three months ended For the nine months ended 2020 2019 2020 2019 Revenues $ 9,705 $ 7,552 $ 23,842 $ 23,270 Gross Profit 6,324 3,668 16,133 10,747 Operating Loss (2,200 ) (1,809 ) (4,084 ) (3,513 ) Net Loss $ (5,160 ) $ (1,916 ) $ (7,490 ) $ (3,554 ) Weighted Average Common Stock: Basic and diluted 169,847,977 138,287,385 155,998,802 138,287,385 Loss per Common Share – Basic and diluted (0.03 ) (0.01 ) (0.05 ) (0.03 )

Inventory (Tables)

Inventory (Tables)	9 Months Ended
	Sep. 30, 2020
Inventory Disclosure [Abstract]
Schedule of Inventory	September 30, 2020 December 31, 2019 Raw Materials $ 55 $ 48 Finished Goods 5,906 2,969 Work in process 1,296 622 Total Inventory $ 7,257 $ 3,639

Investment in Joint Ventures (T

Investment in Joint Ventures (Tables)	9 Months Ended
	Sep. 30, 2020
Investments in and Advances to Affiliates [Abstract]
Schedule of Investments in Joint Ventures	As of September 30, 2020, the Company’s investments in joint ventures consisted of the following: December 31, 2019 $ 752 Cash contributions for interest in joint venture 250 Funds utilized by joint venture (162 ) September 30, 2020 $ 840

Intangible Assets, Net (Tables)

Intangible Assets, Net (Tables)	9 Months Ended
	Sep. 30, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Intangible Assets	The Company’s intangible assets consisted of the following: Estimated useful life Weighted average remaining life September 30, 2020 December 31, 2019 Non-compete agreements 5 years 4.75 years $ 4,196 - Less: Accumulated amortization (294 ) - Intangible assets, net $ 3,902 -
Schedule of Future Annual Amortization Expense	The following table outlines estimated future annual amortization expense for the next five years and thereafter: December 31, 2020 $ 210 2021 839 2022 839 2023 839 2024 839 Thereafter 336 Total $ 3,902

Goodwill (Tables)

Goodwill (Tables)	9 Months Ended
	Sep. 30, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Goodwill Outstanding	Goodwill outstanding as of December 31, 2019 and September 30, 2020 is as follows: Goodwill December 31, 2019 $ 11,623 Acquisitions 9,523 Impairment - September 30, 2020 $ 21,146

Leases (Tables)

Leases (Tables)	9 Months Ended
	Sep. 30, 2020
Leases [Abstract]
Schedule of Supplemental Lease Expense Related to Leases	Supplemental lease expense (unaudited) related to leases was as follows: For the Three Months Ended September 30, 2020 For the Nine Months Ended September 30, 2020 Operating lease expense $ 965 $ 1,795 Finance lease expense: Amortization of right-of-use assets $ 80 $ 133 Interest on lease liabilities 16 29 Total finance lease expense $ 96 $ 162 Total lease expense $ 1,061 $ 1,957 For the Three September 30, 2019 For the Nine Months Ended September 30, 2019 Operating lease expense $ 320 $ 259 Finance lease expense: Amortization of right-of-use assets $ 19 $ 62 Interest on lease liabilities 3 - Total finance lease expense $ 22 $ 62 Total lease expense $ 342 $ 321
Schedule of Other Information Related to Leases	Other information related to leases where the Company is the lessee is as follows: As of Weighted average remaining lease term: Operating leases 7.3 years Finance leases 3.3 years Weighted average discount rate: Operating leases 8.0 % Finance leases 3.9 %
Schedule of Minimum Future Lease Payments	Maturities of lease liabilities were as follows: Operating Finance 2020 $ 470 $ 94 2021 1,763 362 2022 1,701 322 2023 1,652 231 2024 1,616 95 Thereafter 4,177 - Total lease payments 11,378 1,104 Less: Present value adjustment (2,602 ) (98 ) Total liability $ 8,776 1,006 Current portion $ 1,152 320 Long term portion 7,625 686 Total liability $ 8,776 1,006

Notes Payable (Tables)

Notes Payable (Tables)	9 Months Ended
	Sep. 30, 2020
Debt Disclosure [Abstract]
Schedule of Notes Payable	The Company’s notes payable consisted of the following: Balance as of Balance as of Trico Notes Payable Assumed $ 42 $ 78 Tech-Gas Acquisition Promissory Note 3,400 - Tech-Gas Acquisition Non-Competition Note 3,687 - Tech-Air Acquisition Promissory Note 502 - PPP Promissory Note 1,994 - SpyGlass Note Payable 520 520 PowerUp Lending Promissory Note 182 - Total Notes Payable $ 10,327 $ 598 Current portion $ 6,585 $ - Long-term portion $ 3,741 $ 598 Total Notes Payable $ 10,327 $ 598
Schedule of Annual Minimum Future Payments Under Notes Payable	On September 30, 2020, minimum future payments under the notes payable are as follows: For the year ended December 31, Amount 2020 $ 1,187 2021 5,938 2022 2,680 Thereafter 522 Total minimum future payments $ 10,327 Current portion $ 5,883 Long term portion 4,444 Total notes payable $ 10,327

Future Revenue Payables (Tables

Future Revenue Payables (Tables)	9 Months Ended
	Sep. 30, 2020
Future Revenue Payables
Schedule of Future Revenue Payables	The following table provides a year to date look at what has been recorded in association with each agreement: Face Value Repayments Loan Origination Fees Discounts Amortization of Discount Balance as of Apex Funding Source 745 (745 ) (110 ) (245 ) 355 - BMF Capital 1,500 (1,368 ) (145 ) (500 ) 644 131 Reserve Funding Group, LLC 6,446 (3,098 ) (280 ) (2,144 ) 1,133 2,057 Velocity Capital 475 (468 ) (22 ) (151 ) 173 7 TGS AR 1,583 (275 ) - - - 1,308 Spin Funding 675 (203 ) (20 ) (175 ) 50 327 NewCo Funding 276 (79 ) (9 ) (76 ) 24 136 Total Future Revenue Payables 11,700 (6,236 ) (586 ) (3,291 ) 2,379 $ 3,966

Senior Convertible Debentures (

Senior Convertible Debentures (Tables)	9 Months Ended
	Sep. 30, 2020
Debt Disclosure [Abstract]
Schedule of Senior Convertible Debentures	The gross proceeds received by the Company and associated expenses are outlined in the table below (in thousands): Senior Convertible Debentures Debenture principle balance 7,650 Original Issue Discount (850 ) Loan Origination Fee Discount (740 ) Amortized discount 162 Principal balance as of September 30, 2020 6,222 Value allocated to beneficial conversion feature (1,941 ) Value allocated to warrants (4,069 ) Net balance 212

Stock-Based Awards (Tables)

Stock-Based Awards (Tables)	9 Months Ended
	Sep. 30, 2020
Share-based Payment Arrangement [Abstract]
Schedule of Fair Value Assumptions Options Granted	The following table details the assumptions utilized in the Black-Scholes option pricing model used to estimate the fair value of the options granted: Issuance Date July 10, 2020 July 20, 2020 August 3, 2020 Stock price 0.1276 0.1270 0.1050 Exercise price 0.1276 0.1200 0.1050 Vesting term (years) 0.00 1.00 1.43 Annual risk-free rate 0.65 % 0.62 % 0.56 % Annualized volatility 141.52 % 139.48 % 134.36 %
Schedule of Stock Option Activity	The following table summarizes stock option activity: Shares Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (years) Aggregate Intrinsic Value December 31, 2019 - $ - Granted 4,490,820 $ 0.12 10 Exercised - - Forfeited (1,213,320 ) $ 0.13 10 Expired - - - Outstanding as of September 30, 2020 3,277,500 0.12 9.79 $ 369,759 Exercisable as of September 30, 2020 2,902,500 $ 0.12 9.15 $ 334,322
Schedule of Fair Value Assumptions of Warrats	The following table details the assumptions utilized in the Black-Scholes option pricing model used to estimate the fair value of the options granted: Issuance Date July 24, 2020 July 31, 2020 August 7, 2020 August 31, 2020 Stock price $ 0.120 $ 0.116 $ 0.129 $ 0.140 Exercise price $ 0.09 $ 0.09 $ 0.09 $ 0.09 Vesting term (years) 3.00 3.00 3.00 3.00 Annual risk-free interest rate 0.17 % 0.11 % 0.14 % 0.15 % Annualized volatility 137.24 % 134.18 % 134.84 % 132.52 %
Summary of Warrant Activity	The following table summarizes warrant activity: Shares Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (years) Aggregate Intrinsic Value December 31, 2019 - $ - Granted 93,500,000 $ 0.09 3.00 Exercised (5,750,000 ) $ 0.09 Forfeited - - - Expired - - - Outstanding and Exercisable as of September 30, 2020 87,750,000 $ 0.09 2.70 $ 8,478,375
Schedule of Fair Value of the Warrants	Number of Warrants Issued FMV Total Warrant FMV Debenture Principal Value Warrant FMV as & of Debenture Principal Balance July 24, 2020 37,968,750 $ 0.096 $ 3,645,000 $ 3,417,188 52 % July 31, 2020 31,406,250 $ 0.091 $ 2,857,969 $ 2,826,563 50 % August 7, 2020 12,093,750 $ 0.103 $ 1,245,656 $ 421,875 75 % August 25, 2020 12,031,250 $ 0.112 $ 1,347,500 $ 984,375 58 % Total 93,500,000 $ 7,650,001 53 %

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	9 Months Ended
	Sep. 30, 2020
Earnings Per Share [Abstract]
Schedule of Basic and Diluted Net Loss Per Share	Basic and diluted net loss per share was calculated as follows for the three and nine months ended September 30, 2020 and 2019 (in thousands, except share data): For the three months ended For the nine months ended 2020 2019 2020 2019 Numerator: Net loss (5,159 ) (2,210 ) (7,508 ) (4,756 ) Denominator: Weighted average common stock outstanding – basic 169,847,977 138,287,385 155,998,802 138,287,385 Dilutive effect of weighted average shares of common stock equivalents resulting from options 2,277,527 - 759,176 - Weighted average common stock outstanding - diluted 172,125,504 138,287,385 156,574,827 138,287,385 Net loss per share: Basic and diluted (0.03 ) (0.02 ) (0.05 ) (0.03 )
Schedule of Potential Weighted Average Common Shares Anti-dilutive Effect	The following potential weighted average common shares were excluded from the calculation of net loss per share due to their anti-dilutive effect for the three and nine months ended September 30, 2020 and 2019 (in thousands): For the three months ended For the nine months ended 2020 2019 2020 2019 Common stock equivalents resulting from options 516,484 - 172,161 - Common stock equivalents resulting from warrants 58,742,788 - 19,580,929 - Common stock equivalents resulting from convertible debentures 50,439,560 - 16,813,187 - Total 109,698,832 - 36,566,277 -

Going Concern and Managements_2

Going Concern and Managements' Plan (Details Narrative) - USD ($) $ in Thousands	Oct. 20, 2020	Nov. 30, 2020	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2020	Sep. 30, 2019
Cash			$ 200						$ 200
Net income (loss)			(5,159)	$ 1,157	$ (3,506)	$ (2,210)	$ (1,224)	$ (1,322)	(7,508)	$ (4,756)
Net cash used in operating activities									(4,871)	(4,556)
Working capital			5,000						5,000
Cash used in operation per month			500
Face value			$ 11,700						11,700
Proceeds from stock									$ 1,165
Subsequent Event [Member]
Proceeds from restricted common stock	$ 10,900
Subsequent Event [Member] | Private Placement Offering [Member]
Proceeds from stock		$ 10,400
Subsequent Event [Member] | Loan and Security Agreement [Member]
Face value	$ 10,000

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019
Accounting Policies [Abstract]
Cash in foreign financial institution	$ 900		$ 900		$ 900
Allowance for doubtful accounts receivable	400		400		$ 800
Stock-based compensation	$ 400		$ 1,100

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Schedule of Financial Statements (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended						9 Months Ended		12 Months Ended
	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019	Dec. 31, 2018
Property and equipment	$ 19,360						$ 19,360		$ 16,832
Total assets	76,322						76,322		42,024
Notes payable, current	6,585						6,585
Total liabilities	36,799						36,799		9,072
Stockholders' equity	39,524	$ 38,467	$ 35,933	$ 29,156	$ 28,223	$ 27,274	39,524	$ 29,156	32,952	$ 20,509
Interest expense	2,383			38			2,870
Net income (loss)	$ (5,159)	$ 1,157	$ (3,506)	$ (2,210)	$ (1,224)	$ (1,322)	$ (7,508)	$ (4,756)
Net loss per share: Basic and diluted	$ (0.03)			$ (0.02)			$ (0.05)	$ (0.03)
Previously Reported [Member]
Property and equipment									383
Total assets									383
Notes payable, current									150
Payable on the sale of future revenue, net									1,382
Total liabilities									1,532
Stockholders' equity									(1,149)
Depreciation expense									4
Interest expense									477
Net income (loss)									$ (481)
Net loss per share: Basic and diluted									$ (0.04)
Adjustments [Member]
Property and equipment									$ (383)
Total assets									(383)
Notes payable, current									(150)
Payable on the sale of future revenue, net									(1,382)
Total liabilities									(1,532)
Stockholders' equity									1,149
Depreciation expense									(4)
Interest expense									(477)
Net income (loss)									$ 481
Net loss per share: Basic and diluted
As Revised [Member]
Property and equipment
Total assets
Notes payable, current
Payable on the sale of future revenue, net
Total liabilities
Stockholders' equity
Depreciation expense
Interest expense
Net income (loss)
Net loss per share: Basic and diluted									$ (0.04)

Summary of Significant Accoun_6

Summary of Significant Accounting Policies - Schedule of Reconciliation Statement of Cash Flows (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Accounting Policies [Abstract]
Cash	$ 212	$ 141
Restricted deposits	937	868
Total cash and restricted cash in the balance sheet	$ 1,149	$ 1,010

Summary of Significant Accoun_7

Summary of Significant Accounting Policies - Schedule of Net Sales Disaggregation by Product Category (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Total revenues from customers	$ 9,662	$ 5,360	$ 23,464	$ 16,133
Sales Revenue [Member]
Total revenues from customers	9,662	5,319	23,464	16,092
Sales Revenue [Member] | Gas Sold [Member]
Total revenues from customers	3,266	2,755	8,145	9,106
Sales Revenue [Member] | Gasification Equipment [Member]
Total revenues from customers	2,300		53
Sales Revenue [Member] | Equipment Sales [Member]
Total revenues from customers	2,214	1,656	5,526	4,027
Sales Revenue [Member] | Cylinder Sales [Member]
Total revenues from customers	773		1,582
Sales Revenue [Member] | Equipment Rentals [Member]
Total revenues from customers	773	746	2,164	2,433
Sales Revenue [Member] | Other [Member]
Total revenues from customers	$ 336	$ 162	$ 747	$ 526

Acquisitions (Details Narrative

Acquisitions (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	Aug. 19, 2020	Aug. 03, 2020	May 26, 2020	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019
Face value				$ 11,700
Promissory notes payable				10,327		$ 598
Payments for acquisition				5,260	$ 5,931
Tech Air of South Florida, Inc. [Member] | Promissory Note [Member]
Purchase price				2,000
Face value				$ 500
Interest rate				5.00%
Promissory notes payable				$ 500
Payments for acquisition				1,500
Tech-Gas Solutions, LLC [Member]
Face value				3,400
Inventory				400
Tech-Gas Solutions, LLC [Member] | Promissory Note [Member]
Face value				$ 4,000
Interest rate				8.00%
Tech-Gas Solutions, LLC [Member] | Sellers [Member]
Payments for acquisition				$ 4,000
Intellectual Property Purchase Agreement [Member] | MagneGas IP [Member]
Purchase price	$ 1,250
Acquisition payment description	An additional $0.25 million was recorded by the Company for assuming up to $0.25 million of BBHC's aged accounts payable due to third party service providers. In addition, the Company agreed for a period of five years beginning on August 19, 2020 to make ongoing payments to BBHC equal to seven percent of all gross cash receipts received by the Company that are derived from the purchased Intellectual Property.
Due to related party	$ 250
Intellectual Property Purchase Agreement [Member] | MagneGas IP [Member] | Restricted Stock [Member]
Stock issued during period for acquisition	1,000
Share price per share	$ 0.000001
Asset Purchase Agreement [Member] | Tech Air of South Florida, Inc. [Member]
Purchase price		$ 2,000
Purchase price balance as debt financing arrangement		$ 500
Interest rate		5.00%
Cash consideration		$ 1,500
Promissory notes payable		500
Inventory		$ 257
Membership Interest Purchase and Sale Agreement [Member]
Purchase price			$ 12,196
Purchase price balance as debt financing arrangement			4,000
Inventory			194
Membership Interest Purchase and Sale Agreement [Member] | Sellers [Member]
Purchase price			$ 8,000
Business acquisition percentage			100.00%
Purchase price balance as debt financing arrangement			$ 4,000
Payments for acquisition			4,000
Debt Financing Arrangement [Member] | Promissory Note [Member]
Face value			$ 4,000
Interest rate			8.00%
Debt Financing Arrangement [Member] | Tech Air of South Florida, Inc. [Member] | Promissory Note [Member]
Payments for acquisition				500
Debt Financing Arrangement [Member] | Tech-Gas Solutions, LLC [Member]
Purchase price				$ 4,000

Acquisitions - Schedule of Allo

Acquisitions - Schedule of Allocation of Consideration Transferred (Details) - USD ($) $ in Thousands	Aug. 19, 2020	Aug. 03, 2020	May 26, 2020	Sep. 30, 2020	Dec. 31, 2019
Goodwill				$ 21,146	$ 11,623
Intellectual Property Purchase Agreement [Member] | MagneGas IP [Member]
Assumed accounts payable	$ 250
Stock consideration	1,000
Total purchase price	$ 1,250
Asset Purchase Agreement [Member] | Tech Air of South Florida, Inc. [Member]
Cash		$ 1,500
Note payable		500
Total purchase price		2,000
Accounts receivable		106
Inventory		257
Property, plant and equipment		25
Intangibles asset - Non-compete agreements
Accounts payable		(32)
Total purchase price allocation		356
Goodwill		$ 1,644
Membership Interest Purchase and Sale Agreement [Member]
Cash			$ 4,000
Note payable			4,000
Non-compete agreements			4,196
Total purchase price			12,196
Cash			240
Inventory			194
Other current assets			5
Property, plant and equipment			415
Right of use assets - financing			311
Right of use assets - operating			38
Intangibles asset - Non-compete agreements			4,196
Accounts payable			(700)
Accrued liabilities			(32)
Operating leases liability			(38)
Financing leases			(311)
Total purchase price allocation			4,318
Goodwill			$ 7,878

Acquisitions - Schedule of Prof

Acquisitions - Schedule of Proforma Information of Operations (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Business Combinations [Abstract]
Revenues	$ 9,705	$ 7,552	$ 23,842	$ 23,270
Gross Profit	6,324	3,668	16,133	10,747
Operating Loss	(2,200)	(1,809)	(4,084)	(3,513)
Net Loss	$ (5,160)	$ (1,916)	$ (7,490)	$ (3,554)
Weighted Average Common Stock: Basic and diluted	169,847,977	138,287,385	155,998,802	138,287,385
Loss per Common Share - Basic and diluted	$ (0.03)	$ (0.01)	$ (0.05)	$ (0.03)

Inventory (Details Narrative)

Inventory (Details Narrative) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Inventory Disclosure [Abstract]
Inventory net	$ 7,257	$ 3,639

Inventory - Schedule of Invento

Inventory - Schedule of Inventory (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Inventory Disclosure [Abstract]
Raw Materials	$ 55	$ 48
Finished Goods	5,906	2,969
Work in process	1,296	622
Total Inventory	$ 7,257	$ 3,639

Investment in Joint Ventures (D

Investment in Joint Ventures (Details Narrative) - USD ($) $ in Thousands	Jul. 17, 2019	Sep. 30, 2020
Gas Technology Energy [Member] | Gasifier Purchase Agreement [Member]
Purchase price	$ 5,000
Venture utilized amount	$ 300
Taronis Turkey Joint Venture [Member]
Equity method investment, ownership percentage		49.00%
Recapitalized the joint venture balance		$ 250

Investment in Joint Ventures -

Investment in Joint Ventures - Schedule of Investments in Joint Ventures (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2020USD ($)
Investments in and Advances to Affiliates [Abstract]
December 31, 2019	$ 752
Cash contributions for interest in joint venture	250
Funds utilized by joint venture	(162)
September 30, 2020	$ 840

Intangible Assets, Net (Details

Intangible Assets, Net (Details Narrative) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense	$ 200	$ 300

Intangible Assets, Net - Schedu

Intangible Assets, Net - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2020	Dec. 31, 2019
Less: Accumulated amortization	$ (294)	$ 0
Intangible assets, net	$ 3,902
Non-Compete Agreements [Member]
Estimated useful life	5 years
Weighted average remaining life	4 years 9 months
Intangible assets gross	$ 4,196

Intangible Assets, Net - Sche_2

Intangible Assets, Net - Schedule of Future Annual Amortization Expense (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
December 31, 2020	$ 210
2021	839
2022	839
2023	839
2024	839
Thereafter	336
Total	$ 3,902

Goodwill - Schedule of Goodwill

Goodwill - Schedule of Goodwill Outstanding (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2020USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Beginning balance	$ 11,623
Acquisitions	9,523
Impairment
Ending balance	$ 21,146

Leases (Details Narrative)

Leases (Details Narrative) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2020	Dec. 31, 2019
Leases [Abstract]
Lease expiry term description	Expire at various times through 2029.
Operating leases right-of-use assets	$ 9,239	$ 3,714
Operating leases liability	$ 8,776

Leases - Schedule of Supplement

Leases - Schedule of Supplemental Lease Expense Related to Leases (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Leases [Abstract]
Operating lease expense	$ 965	$ 320	$ 1,795	$ 259
Finance lease expense: Amortization of right-of-use assets	80	19	133	62
Finance lease expense: Interest on lease liabilities	16	3	29
Total finance lease expense	96	22	162	62
Total lease expense	$ 1,061	$ 342	1,957	321
Cash paid for amounts included in the measurement of lease liabilities - Operating cash flows from operating leases			(1,580)	(769)
Cash paid for amounts included in the measurement of lease liabilities - Operating cash flows from financing leases			$ (133)	$ (107)

Leases - Schedule of Other Info

Leases - Schedule of Other Information Related to Leases (Details)	Sep. 30, 2020
Leases [Abstract]
Weighted average remaining lease term: Operating leases	7 years 3 months 19 days
Weighted average remaining lease term: Finance leases	3 years 3 months 19 days
Weighted average discount rate: Operating leases	8.00%
Weighted average discount rate: Finance leases	3.90%

Leases - Schedule of Minimum Fu

Leases - Schedule of Minimum Future Lease Payments (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Leases [Abstract]
Operating Leases: 2020	$ 470
Operating Leases: 2021	1,763
Operating Leases: 2022	1,701
Operating Leases: 2023	1,652
Operating Leases: 2024	1,616
Operating Leases: Thereafter	4,177
Total lease payments	11,378
Less: Present value adjustment	(2,602)
Total liability	8,776
Current portion	1,152	$ 744
Long term portion	7,625	2,970
Finance Leases: 2020	94
Finance Leases: 2021	362
Finance Leases: 2022	322
Finance Leases: 2023	231
Finance Leases: 2024	95
Finance Leases: Thereafter
Total lease payments	1,104
Less: Present value adjustment	(98)
Total liability	1,006
Current portion	320	72
Long term portion	$ 686	$ 168

Notes Payable (Details Narrativ

Notes Payable (Details Narrative) $ in Thousands	Jun. 04, 2020USD ($)Int	May 08, 2020USD ($)	Sep. 30, 2020USD ($)	Sep. 30, 2019USD ($)	May 26, 2020USD ($)	Dec. 31, 2019USD ($)	Apr. 03, 2018USD ($)
Promissory notes payable			$ 10,327			$ 598
Repayments of notes payable			1,141	$ 414
Payments for acquisition			5,260	$ 5,931
Face value			11,700
Tech-Gas Solutions, LLC [Member]
Repayments of notes payable			600
Face value			3,400
Tech-Gas Solutions, LLC [Member] | Debt Financing Arrangement [Member]
Purchase price			4,000
Tech-Gas Solutions, LLC [Member] | Non-Compete Agreements [Member]
Promissory notes payable			4,200
Repayments of notes payable			500
Face value			$ 3,700
Debt term			5 years
Tech-Gas Solutions, LLC [Member] | Sellers [Member]
Payments for acquisition			$ 4,000
Notes Payable [Member] | Trico Welding Supplies, Inc [Member]
Promissory notes payable			40			$ 100	$ 300
Repayments of notes payable			$ 30
Notes Payable [Member] | Trico Welding Supplies, Inc [Member] | Minimum [Member]
Interest rate							4.75%
Notes Payable [Member] | Trico Welding Supplies, Inc [Member] | Maximum [Member]
Interest rate							6.75%
Promissory Note [Member] | Debt Financing Arrangement [Member]
Interest rate					8.00%
Face value					$ 4,000
Promissory Note [Member] | Tech-Gas Solutions, LLC [Member]
Interest rate			8.00%
Face value			$ 4,000
Promissory Note [Member] | Tech Air of South Florida, Inc [Member]
Promissory notes payable			$ 500
Interest rate			5.00%
Payments for acquisition			$ 1,500
Purchase price			2,000
Face value			500
Promissory Note [Member] | Tech Air of South Florida, Inc [Member] | Debt Financing Arrangement [Member]
Payments for acquisition			500
Promissory Note [Member] | Wells Fargo Bank, N.A. [Member]
Interest rate		1.00%
Face value		$ 2,000
Debt term		2 years
Promissory Note [Member] | Power Up Lending Group Ltd [Member] | Securities Purchase Agreement [Member]
Promissory notes payable	$ 200		$ 200
Interest rate	8.00%
Face value	$ 200
Debt converted percentage	25.00%
Trading days | Int	10
Debt description			As of September 30, 2020, the total principal balance remaining on the note is $0.2 million (net of $0.01 million discount of which a portion has been amortized).

Notes Payable - Schedule of Not

Notes Payable - Schedule of Notes Payable (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Total Notes Payable	$ 10,327	$ 598
Current portion	6,585
Long-term portion	3,741	598
Trico Notes Payable Assumed [Member]
Total Notes Payable	42	78
Tech-Gas Acquisition Promissory Note [Member]
Total Notes Payable	3,400
Tech-Gas Acquisition Non-Competition Note [Member]
Total Notes Payable	3,687
Tech-Air Acquisition Promissory Note [Member]
Total Notes Payable	502
PPP Promissory Note [Member]
Total Notes Payable	1,994
SpyGlass Note Payable [Member]
Total Notes Payable	520	520
PowerUp Lending Promissory Note [Member]
Total Notes Payable	182
Total Notes Payable [Member]
Total Notes Payable	$ 10,327	$ 598

Notes Payable - Schedule of Ann

Notes Payable - Schedule of Annual Minimum Future Payments Under Notes Payable (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Debt Disclosure [Abstract]
2020	$ 1,187
2021	5,938
2022	2,680
Thereafter	522
Total minimum future payments	10,327
Current portion	6,585
Long term portion	3,741	598
Total notes payable	$ 10,327	$ 598

Future Revenue Payables (Detail

Future Revenue Payables (Details Narrative) - USD ($) $ in Thousands	Aug. 27, 2020	Aug. 25, 2020	Aug. 19, 2020	Aug. 03, 2020	Jul. 02, 2020	Jun. 02, 2020	May 28, 2020	May 27, 2020	May 22, 2020	Sep. 30, 2020	Dec. 31, 2019
Debt discount										$ 3,291
Repayment amount										6,236
Future revenue payables										3,966
Non Recourse Agreement Purchase and Sales [Member] | Apex Funding Source [Member]
Proceeds from future receipts of revenues									$ 500
Future revenues									700
Liability									700
Debt discount									400
Minimum weekly payments									50
Non Recourse Agreement Purchase and Sales [Member] | BMF Capital [Member]
Proceeds from future receipts of revenues									900
Future revenues									1,500
Liability									1,500
Debt discount									600
Minimum weekly payments									100
Repayment amount									$ 900
Future revenue payables										1,000
Non Recourse Agreement Purchase and Sales [Member] | Reserve Funding Group LLC [Member]
Proceeds from future receipts of revenues	$ 1,700			$ 1,300	$ 900			$ 500
Future revenues	2,500			1,900	1,300			700
Liability	2,500			1,900	1,300			700
Debt discount	1,000			700	$ 400			$ 300
Repayment amount	1,000			500
Future revenue payables	$ 1,200			$ 900
Non Recourse Agreement Purchase and Sales [Member] | Velocity Capital Group [Member]
Proceeds from future receipts of revenues							$ 100
Future revenues							200
Liability							300
Debt discount							$ 100
Non-recourse Agreement [Member] | Tech-Gas Solutions, LLC [Member]
Proceeds from future receipts of revenues						$ 200
Future revenues						300
Liability						300
Debt discount						100
Daily payments						3
Repayment amount						200
Future revenue payables						$ 10
Non-recourse Agreement [Member] | Spin Funding [Member]
Proceeds from future receipts of revenues			$ 500
Future revenues			700
Liability			700
Debt discount			200
Future revenue payables			500
Future revenue payables, net of discount			300
Non-recourse Agreement [Member] | Spin Funding [Member] | Minimum [Member]
Daily payments			$ 70
Non-recourse Agreement [Member] | NewCo Funding [Member]
Proceeds from future receipts of revenues		$ 200
Future revenues		300
Liability		300
Debt discount		100
Future revenue payables		200
Future revenue payables, net of discount		100
Non-recourse Agreement [Member] | NewCo Funding [Member] | Minimum [Member]
Daily payments		$ 30
Accounts Receivable Letter Agreement [Member] | Tech-Gas Solutions, LLC [Member]
Repayment amount										30
Future revenue payables										1,300
Payment of accounts receivable										$ 1,600
Agreement description										The Company will pay to the Sellers a total of $0.03 million per week until the accounts receivables balance outstanding on May 26, 2020 is paid in full.

Future Revenue Payables - Sched

Future Revenue Payables - Schedule of Future Revenue Payables (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019
Face Value	$ 11,700
Repayments	(6,236)
Loan Origination Fees	(586)
Discounts	(3,291)
Amortization of Discount	2,530	$ (147)
Balance as of September 30, 2020	3,966
Apex Funding Source [Member]
Face Value	745
Repayments	(745)
Loan Origination Fees	(110)
Discounts	(245)
Amortization of Discount	355
Balance as of September 30, 2020
BMF Capital [Member]
Face Value	1,500
Repayments	(1,368)
Loan Origination Fees	(145)
Discounts	(500)
Amortization of Discount	644
Balance as of September 30, 2020	131
Reserve Funding Group LLC [Member]
Face Value	6,446
Repayments	(3,098)
Loan Origination Fees	(280)
Discounts	(2,144)
Amortization of Discount	1,113
Balance as of September 30, 2020	2,057
Velocity Capital [Member]
Face Value	475
Repayments	(468)
Loan Origination Fees	(22)
Discounts	(151)
Amortization of Discount	173
Balance as of September 30, 2020	7
TGS AR [Member]
Face Value	1,583
Repayments	(275)
Loan Origination Fees
Discounts
Amortization of Discount
Balance as of September 30, 2020	1,308
Spin Funding [Member]
Face Value	675
Repayments	(203)
Loan Origination Fees	(20)
Discounts	(175)
Amortization of Discount	50
Balance as of September 30, 2020	327
NewCo Funding [Member]
Face Value	276
Repayments	(79)
Loan Origination Fees	(9)
Discounts	(76)
Amortization of Discount	24
Balance as of September 30, 2020	$ 136

Senior Convertible Debentures_2

Senior Convertible Debentures (Details Narrative) - USD ($)	Sep. 30, 2020	Aug. 25, 2020	Aug. 07, 2020	Jul. 31, 2020	Jul. 24, 2020	Sep. 30, 2020	Sep. 30, 2020	Aug. 31, 2020
Face value	$ 11,700,000					$ 11,700,000	$ 11,700,000
Debt discount beneficial conversion feature						1,941,000	1,941,000
Unamortized debt discounts	3,291,000					3,291,000	3,291,000
Warrant [Member]
Face value	$ 7,650,001	$ 984,375	$ 421,875	$ 2,826,563	$ 3,417,188	$ 7,650,001	7,650,001
Exercise price of warrant			$ 0.09	$ 0.09	$ 0.09			$ 0.09
Term of warrant			3 years	3 years	3 years			3 years
Total warrant fair market value		$ 1,347,500	$ 1,245,656	$ 2,857,969	$ 3,645,000		$ 4,100,000
Offering [Member] | Warrant [Member]
Warrants to purchase of common stock shares	93,500,000					93,500,000	93,500,000
Exercise price of warrant	$ 0.09					$ 0.09	$ 0.09
Term of warrant	3 years					3 years	3 years
Offering [Member] | Securities Purchase Agreement [Member]
Original issue discount			12.50%
Face value	$ 7,700,000		$ 7,700,000			$ 7,700,000	$ 7,700,000
Maturity date			Jul. 24, 2021
Interest rate			8.00%
Extension terms			The Company has a maturity date right extension to extend the stated due date of the debenture 3 months, however we deem it unlikely the extension feature will be utilized. Further, unpaid portions of the debentures are convertible into shares of $0.09 restricted common stock by the debt holder at any time.
Price per share			$ 0.09
Debt discount beneficial conversion feature			$ 1,900,000
Amoritzation of discounts and loan origination fees						200,000
Unamortized debt discounts	$ 200,000					$ 200,000	$ 200,000
Offering [Member] | Securities Purchase Agreement [Member] | Maximum [Member]
Right to acquire common shares	85,000,000

Senior Convertible Debentures -

Senior Convertible Debentures - Schedule of Senior Convertible Debentures (Details) - USD ($) $ in Thousands	Aug. 07, 2020	Sep. 30, 2020	Sep. 30, 2020	Sep. 30, 2019
Debenture principle balance		$ 11,700	$ 11,700
Original Issue Discount			2,530	$ (147)
Debt discount beneficial conversion feature		(1,941)	(1,941)
Senior Convertible Debentures [Member]
Debenture principle balance	$ 7,650	6,222	6,222
Original Issue Discount	(850)
Loan Origination Fee Discount	(740)
Amortized discount	$ 162
Value allocated to beneficial conversion feature			6,222
Debt discount beneficial conversion feature			(1,941)
Value allocated to warrants			(4,069)
Net balance		$ 212	$ 212

Stockholders' Equity (Details N

Stockholders' Equity (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands

Sep. 01, 2020

Aug. 25, 2020

Aug. 21, 2020

Aug. 20, 2020

Aug. 19, 2020

Aug. 12, 2020

Jul. 20, 2020

Jul. 06, 2020

Jun. 15, 2020

Jun. 03, 2020

May 06, 2020

Mar. 30, 2020

Mar. 24, 2020

Feb. 03, 2020

Jan. 15, 2020

Jan. 10, 2020

Jan. 02, 2020

Jul. 06, 2020

Sep. 30, 2020

Jun. 30, 2020

Mar. 31, 2020

Sep. 30, 2020

Stock issued during period, value

$ 280

Loss on marketable securities

$ 200

Number of shares issued for consulting services, shares

200,000

200,000

Number of shares issued for consulting service

$ 30

$ 30

$ 83

$ 16

728

Tee Enterprises, LLC [Member]

Number of shares issued for consulting services, shares

138,000

Number of shares issued for consulting service

$ 20

Master Distribution Agreement [Member] | BBHC [Member]

Payments of capital contributions

$ 300

$ 5,000

Due from former parent

1,200

Captial contributions from former parent

$ 4,100

$ 4,100

Restricted Stock [Member] | BBHC [Member]

Number of restricted stock issued, shares

7,092,199

Number of restricted stock issued, value

$ 1,000

Unrestricted Stock [Member] | Settlement Agreement [Member] | YA II PA, Ltd [Member]

Stock issued during period, shares

2,375,000

Stock issued during period, value

$ 300

Board of Directors [Member]

Number of restricted stock issued, shares

1,472,535

Number of restricted stock issued, value

$ 210

Three Individuals [Member]

Number of restricted stock issued, shares

200,000

200,000

Number of restricted stock issued, value

$ 20

$ 30

Nine Employees [Member]

Number of shares issued for consulting services, shares

445,000

Number of shares issued for consulting service

$ 60

Three Consultants [Member] | Consulting Agreement [Member]

Number of shares issued for consulting services, shares

5,000,000

Number of shares issued for consulting service

$ 430

Employees [Member]

Number of shares issued for consulting services, shares

50,000

Number of shares issued for consulting service

$ 10

Landlord [Member]

Number of restricted stock issued, shares

1,667,667

Number of restricted stock issued, value

$ 300

Stock issued during period, shares

200

Loss upon issuance of shares, value

$ 100

Landlord [Member] | Restricted Stock [Member]

Number of restricted stock issued, shares

576,923

Number of restricted stock issued, value

$ 80

Private Placement [Member] | Officers and Directors [Member]

Proceeds from issuance of private placement

$ 100

Private Placement [Member] | Officers and Directors [Member] | Restricted Stock [Member]

Stock issued during period, shares

7,000,000

Stock issued during period, value

$ 300

Private Placement [Member] | Directors [Member]

Number of restricted stock issued, shares

1,358,697

Number of restricted stock issued, value

$ 100

Private Placement [Member] | CEO [Member]

Number of restricted stock issued, shares

3,043,479

Number of restricted stock issued, value

$ 300

Private Placement [Member] | Accredited Investors [Member] | Restricted Stock [Member] | Subscription Agreement [Member]

Stock issued during period, shares

2,500,000

Stock issued during period, value

$ 400

Number shares sold during transaction

1,000,000

9,000,000

Proceeds from offering

$ 1,000

Share price per share

$ 0.14

Stock-Based Awards (Details Nar

Stock-Based Awards (Details Narrative) - USD ($)	Aug. 25, 2020	Aug. 07, 2020	Jul. 31, 2020	Jul. 24, 2020	Sep. 30, 2020
Face value					$ 11,700,000
Warrant [Member]
Warrant fair market value in relation to debenture principal balance	58.00%	75.00%	50.00%	52.00%	53.00%
Total warrant fair market value	$ 1,347,500	$ 1,245,656	$ 2,857,969	$ 3,645,000	$ 4,100,000
Face value	$ 984,375	$ 421,875	$ 2,826,563	$ 3,417,188	$ 7,650,001

Stock-Based Awards - Schedule o

Stock-Based Awards - Schedule of Fair Value Assumptions Options Granted (Details) - Stock Option [Member] - $ / shares	Aug. 03, 2020	Jul. 20, 2020	Jul. 10, 2020
Stock price	$ 0.1050	$ 0.1270	$ 0.1276
Exercise price	$ 0.1050	$ 0.1200	$ 0.1276
Vesting term (years)	1 year 5 months 5 days	1 year	0 years
Annual risk-free rate	0.56%	0.62%	0.65%
Annualized volatility	134.36%	139.48%	141.52%

Stock-Based Awards - Schedule_2

Stock-Based Awards - Schedule of Stock Option Activity (Details) $ / shares in Units, $ in Thousands	9 Months Ended
	Sep. 30, 2020USD ($)$ / sharesshares
Share-based Payment Arrangement [Abstract]
Shares, Outstanding, Beginning balance | shares
Shares, Granted | shares	4,490,820
Shares, Exercised | shares
Shares, Forfeited | shares	(1,213,320)
Shares, Expired | shares
Shares, Outstanding, Ending balance | shares	3,277,500
Shares, Exercisable, Ending balance | shares	2,902,500
Weighted-Average Exercise Price , Outstanding, Beginning balance | $ / shares
Weighted-Average Exercise Price , Granted | $ / shares	0.12
Weighted-Average Exercise Price , Exercised | $ / shares
Weighted-Average Exercise Price , Forfeited | $ / shares	0.13
Weighted-Average Exercise Price , Expired | $ / shares
Weighted-Average Exercise Price , Outstanding, Ending balance | $ / shares	0.12
Weighted-Average Exercise Price , Exercisable, Ending balance | $ / shares	$ 0.12
Weighted-Average Remaining Contractual Term (years), Granted	10 years
Weighted-Average Remaining Contractual Term (years), Forfeited	10 years
Weighted-Average Remaining Contractual Term (years), Expired	0 years
Weighted-Average Remaining Contractual Term (years), Outstanding, Ending balance	9 years 9 months 14 days
Weighted-Average Remaining Contractual Term (years), Exercisable, Ending balance	9 years 1 month 24 days
Aggregate Intrinsic Value, Outstanding, Ending balance | $	$ 369,759
Aggregate Intrinsic Value, Exercisable, Ending balance | $	$ 334,322

Stock-Based Awards - Schedule_3

Stock-Based Awards - Schedule of Fair Value Assumptions of Warrats (Details) - Warrant [Member]	Aug. 31, 2020$ / shares	Aug. 07, 2020$ / shares	Jul. 31, 2020$ / shares	Jul. 24, 2020$ / shares
Stock price	$ 0.140	$ 0.129	$ 0.116	$ 0.120
Exercise price	$ 0.09	$ 0.09	$ 0.09	$ 0.09
Vesting term (years)	3 years	3 years	3 years	3 years
Annual Risk-Free Interest Rate [Member]
Warrants input	0.15	0.14	0.11	0.17
Annualized Volatility [Member]
Warrants input	132.52	134.84	134.18	137.24

Stock-Based Awards - Schedule_4

Stock-Based Awards - Schedule of Warrant Activity (Details) $ / shares in Units, $ in Thousands	9 Months Ended
	Sep. 30, 2020USD ($)$ / sharesshares
Share-based Payment Arrangement [Abstract]
Shares, Outstanding, Beginning balance | shares
Shares, Granted | shares	93,500,000
Shares, Exercised | shares	(5,750,000)
Shares, Forfeited | shares
Shares, Expired | shares
Shares, Outstanding and Exercisable, Ending balance | shares	87,750,000
Weighted-Average Exercise Price , Outstanding, Beginning balance | $ / shares
Weighted-Average Exercise Price , Granted | $ / shares	0.09
Weighted-Average Exercise Price , Exercised | $ / shares	0.09
Weighted-Average Exercise Price , Forfeited | $ / shares
Weighted-Average Exercise Price , Expired | $ / shares
Weighted-Average Exercise Price , Outstanding and Exercisable, Ending balance | $ / shares	$ 0.09
Weighted-Average Remaining Contractual Term (years), Granted	3 years
Weighted-Average Remaining Contractual Term (years), Forfeited	0 years
Weighted-Average Remaining Contractual Term (years), Expired	0 years
Weighted-Average Remaining Contractual Term (years), Outstanding and Exercisable, Ending balance	2 years 8 months 12 days
Aggregate Intrinsic Value, Outstanding and Exercisable, Ending balance | $	$ 8,478,375

Stock-Based Awards - Schedule_5

Stock-Based Awards - Schedule of Fair Value of the Warrants (Details) - USD ($)	Aug. 25, 2020	Aug. 07, 2020	Jul. 31, 2020	Jul. 24, 2020	Sep. 30, 2020	Dec. 31, 2019
Number of Warrants Issued					87,750,000
Debenture principle balance					$ 11,700,000
Warrant [Member]
Number of Warrants Issued	12,031,250	12,093,750	31,406,250	37,968,750	93,500,000
FMV	$ 0.112	$ 0.103	$ 0.091	$ 0.096
Total Warrant FMV	$ 1,347,500	$ 1,245,656	$ 2,857,969	$ 3,645,000	$ 4,100,000
Debenture principle balance	$ 984,375	$ 421,875	$ 2,826,563	$ 3,417,188	$ 7,650,001
Warrant FMV as & of Debenture Principal Balance	58.00%	75.00%	50.00%	52.00%	53.00%

Net Loss Per Share - Schedule o

Net Loss Per Share - Schedule of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2020	Sep. 30, 2019
Earnings Per Share [Abstract]
Net income (loss)	$ (5,159)	$ 1,157	$ (3,506)	$ (2,210)	$ (1,224)	$ (1,322)	$ (7,508)	$ (4,756)
Denominator: Weighted average common stock outstanding - basic	169,847,977			138,287,385			155,998,802	138,287,385
Denominator: Dilutive effect of weighted average shares of common stock equivalents resulting from options	2,277,527						759,176
Denominator: Weighted average common stock outstanding - diluted	172,125,504			138,287,385			156,574,827	138,287,385
Net loss per share: Basic and diluted	$ (0.03)			$ (0.02)			$ (0.05)	$ (0.03)

Net Loss Per Share - Schedule_2

Net Loss Per Share - Schedule of Potential Weighted Average Common Shares Anti-dilutive Effect (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Total	109,698,832		36,566,277
Common Stock Equivalents Resulting from Options [Member]
Total	516,484		172,161
Common Stock Equivalents Resulting from Warrants [Member]
Total	58,742,788		19,580,929
Common Stock Equivalents Resulting from Convertible Debentures [Member]
Total	50,439,560		16,813,187

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative) - USD ($) $ in Thousands	1 Months Ended
	Aug. 31, 2020	Sep. 30, 2020	Sep. 30, 2019
Accrued license expense
License Agreement [Member] | BBHC, Inc [Member]
Royalty percentage	7.00%
Intellectual property term	5 years
Intellectual Property Purchase Agreement [Member] | BBHC, Inc [Member]
Purchase price	$ 1,250

Nature of Sale of Gasificatio_2

Nature of Sale of Gasification Equipment to Former Parent (Details Narrative) - BBHC, Inc [Member] $ in Thousands	3 Months Ended
	Jun. 30, 2020USD ($)kW
Gasification unit | kW	300
Water sterlization amount	$ 300
Turkey Joint Venture [Member]
Transaction price	300
Contract's rate	3,750
Discount amount	$ 750
Gasification unit description	The TTJV's contract's rate was stated at $3.75 million, however a discount of $0.75 million was applied to the gasification unit sale to reflect the used nature of the unit sold and the fact the unit had been in operation for several years, but was not greater than 20% into its estimated useful life. Both the Company's and BBHC's Board of Directors approved the transaction. No further performance obligations were required, as the unit was sold "as-is" with no obligations for technical support or maintenance as the unit was fully operational at the time of sale. The sale was finalized in April 2020 and was fully paid for during the same month.

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands

Nov. 18, 2020

Nov. 06, 2020

Oct. 31, 2020

Oct. 21, 2020

Oct. 14, 2020

Oct. 09, 2020

Mar. 31, 2020

Nov. 19, 2020

Sep. 30, 2020

Aug. 31, 2020

Aug. 25, 2020

Aug. 07, 2020

Jul. 31, 2020

Jul. 24, 2020

Dec. 31, 2019

Purchase price of common shares

$ 280

Common stock, par value

$ 0.000001

$ 0.000001

Common Stock [Member]

Purchase price of common shares

Warrant [Member]

Share price per share

$ 0.112

$ 0.103

$ 0.091

$ 0.096

Warrants exercise price

$ 0.09

$ 0.09

$ 0.09

$ 0.09

Warrants term

3 years

3 years

3 years

3 years

Warrant [Member] | Offering [Member]

Warrants exercise price

$ 0.09

Warrants term

3 years

Subsequent Event [Member] | Restricted Stock [Member]

Stock issued during period restricted shares

4,385,965

Share price per share

$ 0.1140

Subsequent Event [Member] | Private Placement [Member]

Warrants to purchase of common stock shares

25,875,000

Number of common stock exercised

25,875,000

Subsequent Event [Member] | Private Placement [Member] | Restricted Stock [Member]

Common stock, par value

$ 0.000001

Subsequent Event [Member] | Common Stock [Member]

Stock issued during period restricted shares

100,000

Share price per share

$ 0.1132

Subsequent Event [Member] | Loan and Security Agreement [Member] | Tech Capital, LLC [Member] | Revolving Credit Facility [Member]

Debt instrument basis rate

2.75%

Interest payments amount

$ 10

Subsequent Event [Member] | Loan and Security Agreement [Member] | Tech Capital, LLC [Member] | Revolving Credit Facility [Member] | Maximum [Member]

Debt instrument face amount

$ 10,000

Debt instrument basis rate

3.25%

Subsequent Event [Member] | Common Stock Purchase Agreement [Member] | Common Stock [Member] | Offering [Member]

Stock issued during period restricted shares

20,037,020

108,500,000

Common stock, par value

$ 0.000001

Share price per share

$ 0.10

Proceeds from offering

$ 10,900

Commission

900

Legal fees and other expenses

$ 60

Debt instrument interest rate

12.50%

Prepurchase premium percentage

120.00%

Exchange value per share

$ 0.10

Senior secured convertible debentures

$ 2,000

Subsequent Event [Member] | Common Stock Purchase Agreement [Member] | Warrant [Member] | Offering [Member]

Warrants to purchase of common stock shares

5,125,000

Warrants exercise price

$ 0.10

Warrants term

5 years

Subsequent Event [Member] | Common Stock Purchase Agreement [Member] | Revolving Credit Facility [Member] | Warrant [Member] | Offering [Member]

Warrants to purchase of common stock shares

8,000,000

Warrants exercise price

$ 0.1250

Warrants term

5 years

Warrant coverage percentage

10.00%

Line of credit facility commitment amount

$ 10,000

Subsequent Event [Member] | Purchase Agreement [Member] | Restricted Stock [Member] | Purchasers [Member]

Stock issued during period restricted shares

104,250,000

Share price per share

$ 0.10

Proceeds from offering

$ 10,400

Commission

500

Legal fees and other expenses

$ 200

Subsequent Event [Member] | Asset Purchase Agreement [Member] | MagneGas Welding Supply West, LLC [Member]

Purchase price, acquisition

$ 2,000

Payment of cash consideration

400

Payment of additional cash consideration

$ 400