Item 8.01 Other Events.
On
March 4, 2020, the U.S. Securities and Exchange Commission (the "Commission") issued an order
under Section 36 (Release No. 34-88318), as modified and superseded by a new order issued by the Commission on March
25, 2020 (Release No. 34-88465), of the Securities Exchange Act of 1934,
as amended ("Exchange Act"), granting exemptions from specified provisions of the Exchange Act and certain rules thereunder
(collectively, the “Order”). The Order provides that
a registrant subject to the reporting requirements of Exchange Act Section 13(a) or 15(d), and any person required to make any
filings with respect to such a registrant, is exempt from any requirement to file or furnish materials with the Commission under
Exchange Act Sections 13(a), 13(f), 13(g), 14(a), 14(c), 14(f), 15(d) and Regulations 13A, Regulation 13D-G (except for those provisions
mandating the filing of Schedule 13D or amendments to Schedule 13D), 14A, 14C and 15D, and Exchange Act Rules 13f-1, and 14f-1,
as applicable, where certain conditions are satisfied.
Proteo, Inc. (the "Company")
is furnishing this Current Report on Form 8-K to indicate its reliance on the Order in connection with the Company's Quarterly
Report on Form 10-Q for the first quarter of 2020 as a result of the circumstances set forth below.
Following the COVID-19
diagnosis for one of the Company’s employees, the Company closed its corporate offices and requested all employees to work
remotely until further notice. Employees affected by such closure included certain of the Company’s key personnel of its
German-based wholly-owned subsidiary, Proteo Biotech AG, whom are responsible for assisting the Company in the preparation of its
financial statements. Additionally, the Company’s external accountant in Germany also switched to partial home office operations.
This did not allow for timely access to certain accounting information, which contributed to the overall delay in completing the
required financial statements of the Company. Therefore, the Company is unable to file a timely and accurate Quarterly Report on
Form 10-Q for the first quarter of 2020 by the prescribed date without undue hardship and expense to the Company.
Accordingly, in reliance
upon the Order, the Company expects to file its Quarterly Report on Form 10-Q for the first quarter of 2020 no later than 45 days
after May 15, 2020.
The Company has added
to the Company's Annual Report on Form 10-K for the year ended December 31, 2019 and is adding to its subsequent Quarterly Reports
on Form 10-Q the following risk factor:
Our business may suffer from
the severity or longevity of the Coronavirus/COVID-19 Global Outbreak. The Coronavirus ("Covid-19") is currently impacting
countries, communities, supply chains and markets, as well as the global financial markets. To date, Covid-19 has not had a material
impact on the Company, other than as set forth above. However, the Company cannot predict whether Covid-19 will have a material
impact on our financial condition and results of operations due to understaffing, disruptions in government spending, among other
factors. In addition, at this time we cannot predict the impact of Covid-19 on our ability to obtain financing necessary for the
Company to fund its working capita1 requirements. In most respects, it is too early in the Covid-19 pandemic to be able to quantify
or qualify the longer-term ramifications on our business and/or our potential investors.
Cautionary Note Regarding Forward-Looking Statements.
This Current Report on Form 8-K contains
statements as to the Company's beliefs and expectations of the outcome of future events that are forward-looking statements as
defined in the Private Securities Litigation Reform Act of 1995. You can identify these statements by the fact that they do not
relate strictly to historical or current facts. Examples of these statements include, but are not limited to, statements regarding
the anticipated impact of the COVID-19 outbreak on travel and physical locations, the anticipated impact of such outbreak on our
results of operations, and possible effect of the postponement and cancellation of trade shows and events on our overall revenues.
These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from
the statements made. These risks and uncertainties include, but are not limited to, the effects of the COVID-19 outbreak, including
on our business activities (including our evaluation of the Company options and if the Company will be able to continue as a going
concern if no additional funding is secured in the near term) and levels of business and economic confidence generally. The duration
of the COVID-19 outbreak and severity of such outbreak, the pace of recovery following the COVID-19 outbreak, the effect on our
ability to implement cost containment and business restructuring strategies; and the adverse effects of the COVID-19 outbreak on
our business and the risk factor described in our Annual Report on Form 10-K for the year ended December 31, 2019 and our subsequent
filings with the U.S. Securities and Exchange Commission, including subsequent quarterly reports on Forms 10-Q and current reports
on Form 8-K are uncertain. Except as required by law, the Company does not undertake any obligation to release publicly any revisions
to forward-looking statements made by it to reflect events or circumstances occurring after the date hereof or the occurrence of
unanticipated events.