<PAGE>
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------------------
FORM 10-QSB
(MARK ONE)
<TABLE>
<C> <S>
/X/ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
</TABLE>
FOR THE QUARTERLY PERIOD ENDED JULY 31, 2000
<TABLE>
<C> <S>
/ / TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE
ACT.
</TABLE>
FOR THE TRANSITION PERIOD FROM ______________ TO ______________
COMMISSION FILE NUMBER: 001-12531
------------------------
ISONICS CORPORATION
(Exact name of small business issuer as specified in its charter)
<TABLE>
<S> <C>
CALIFORNIA 77-0338561
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
5906 MCINTYRE STREET (303) 279-7900
GOLDEN, COLORADO 80403 (Issuer's telephone number)
(Address of principal executive
offices)
</TABLE>
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past
90 days. Yes /X/ No / /
The number of shares outstanding of the registrant's Common Stock, no par
value, was 11,003,660 at September 11, 2000.
Transitional Small Business Disclosure Format (check
one): Yes / / No /X/
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<PAGE>
ISONICS CORPORATION
TABLE OF CONTENTS
FORM 10-QSB
<TABLE>
<S> <C>
Part I: Financial Information
Item 1: Financial Statements
Condensed Consolidated Balance Sheets as of July 31,
2000 and April 30, 2000................................ 3
Condensed Consolidated Statements of Operations for the
Three Month Periods Ended July 31, 2000 and 1999....... 4
Condensed Consolidated Statements of Cash Flows for the
Three Month Periods Ended July 31, 2000 and 1999....... 5
Notes to Condensed Consolidated Financial Statements.... 6
Item 2: Management's Discussion and Analysis of Financial
Condition and Results of Operations..................... 10
Part II: Other Information
Item 6: Exhibits and Reports on Form 8-K.................. 21
Signatures.................................................. 22
</TABLE>
2
<PAGE>
PART I: FINANCIAL INFORMATION
ITEM 1: CONDENSED FINANCIAL STATEMENTS
ISONICS CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE AMOUNTS)
ASSETS
<TABLE>
<CAPTION>
(UNAUDITED)
JULY 31, 2000 APRIL 30, 2000
-------------- ---------------
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents................................. $2,059 $3,385
Accounts receivable (Net of allowance of $81 and $119,
respectively)........................................... 1,170 1,055
Notes receivable.......................................... 333 208
Income taxes receivable................................... 173 --
Inventories............................................... 378 266
Prepaid expenses and other current assets................. 187 209
Deferred income taxes, current............................ 303 148
------ ------
Total current assets.................................... 4,603 5,271
------ ------
LONG-TERM ASSETS
Property and equipment, net............................... 569 660
Goodwill, net............................................. 3,019 3,062
Notes receivable from shareholders........................ -- 17
Deferred income taxes..................................... 492 492
Other assets.............................................. 32 31
------ ------
Total long-term assets.................................. 4,112 4,262
------ ------
TOTAL ASSETS................................................ $8,715 $9,533
====== ======
</TABLE>
LIABILITIES AND SHAREHOLDERS' EQUITY
<TABLE>
<CAPTION>
(UNAUDITED)
JULY 31, 2000 APRIL 30, 2000
-------------- ---------------
<S> <C> <C>
CURRENT LIABILITIES:
Notes payable and line of credit.......................... $ 19 $ 20
Accounts payable.......................................... 764 533
Accrued liabilities....................................... 475 591
Income taxes payable...................................... 26 373
------ ------
Total current liabilities............................... 1,284 1.517
------ ------
SHAREHOLDERS' EQUITY:
Class A Preferred Stock--no par value. 10,000,000 shares
authorized; 1,516,667 shares issued and outstanding on
July 31, 2000, and 1,830,000 shares issued and
outstanding on April 30, 2000........................... 2,275 2,745
Common stock--no par value. 20,000,000 shares authorized;
11,003,660 shares issued and outstanding on July 31,
2000 and 10,492,931 shares issued and outstanding on
April 30, 2000.......................................... 7,471 6,764
Deferred compensation..................................... (131) (150)
Accumulated deficit....................................... (2,184) (1,343)
------ ------
Total shareholders' equity.............................. 7,431 8,016
------ ------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY.................. $8,715 $9,533
====== ======
</TABLE>
See notes to condensed consolidated financial statements.
3
<PAGE>
ISONICS CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS
ENDED
JULY 31,
-------------------
2000 1999
-------- --------
<S> <C> <C>
Net revenues................................................ $ 2,036 $3,084
Cost of revenues............................................ 1,522 2,399
------- ------
Gross margin.............................................. 514 685
Operating expenses:
Selling, general and administrative....................... 1,203 885
Research and development.................................. 304 127
Restructuring and office closure.......................... -- 66
------- ------
Total operating expenses................................ 1,507 1,078
------- ------
Operating loss.............................................. (993) (393)
======= ======
Other income (expense):
Foreign exchange.......................................... 69 4
Interest and other income................................. 99 41
Interest expense.......................................... (16) (124)
------- ------
Total other income (expense), net....................... 152 (79)
------- ------
Loss before income taxes.................................... (841) (472)
Income tax expense.......................................... 1 1
------- ------
NET LOSS.................................................... $ (842) $ (473)
======= ======
NET LOSS PER SHARE--BASIC AND DILUTED
Net income (loss) per share................................. $ (0.11) $(0.07)
Shares used in computing per share information.............. 7,639 6,608
</TABLE>
See notes to condensed consolidated financial statements.
4
<PAGE>
ISONICS CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS
ENDED
JULY 31,
-------------------
2000 1999
-------- --------
<S> <C> <C>
Net cash used in operating activities....................... $(1,508) $ (884)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment....................... (11) (1)
------- ------
Cash used in investing activities......................... (11) (1)
------- ------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net change in line of credit.............................. -- 370
Proceeds from issuance of notes payable................... -- 75
Repayments of notes payable............................... -- (615)
Proceeds from issuance of common stock.................... 193 --
Proceeds from issuance of Class A Preferred Stock......... -- 2,230
------- ------
Cash provided by financing activities................... 193 2,060
------- ------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS:....... (1,326) 1,175
Cash and cash equivalents at beginning of period.......... 3,385 452
------- ------
Cash and cash equivalents at end of period................ $ 2,059 $1,627
======= ======
Supplemental disclosure of cash flow information:
Cash paid during the period for:
Interest................................................ $ 1 $ 124
======= ======
Income taxes............................................ $ 675 $ 1
======= ======
Supplemental disclosure of noncash investing and financing
activities:
Accounts payable converted into notes payable............. $ -- $ 243
Liabilities converted into Class A Preferred Stock........ -- 495
Class A Preferred Stock converted into Common Stock....... 470 --
======= ======
</TABLE>
See notes to condensed consolidated financial statements.
5
<PAGE>
ISONICS CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
BASIS OF PRESENTATION
The accompanying condensed consolidated financial statements of Isonics
Corporation and Subsidiaries (the "Company" or "Isonics") as of July 31, 2000,
and for the three months ended July 31, 2000, and 1999, have been prepared on
the same basis as the annual audited financial statements. In the opinion of
management, such unaudited information includes all adjustments (consisting only
of normal recurring accruals) necessary for a fair presentation of this interim
information. Operating results and cash flows for interim periods are not
necessarily indicative of results for the entire year. The information included
in this report should be read in conjunction with our audited financial
statements and notes thereto included in our Annual Report on Form 10-KSB for
the year ended April 30, 2000.
NET INCOME (LOSS) PER SHARE
Net income (loss) per share is based on the weighted average number of
common shares and potentially dilutive securities outstanding during the period.
Potentially dilutive securities consist of the incremental common shares
issuable upon conversion of preferred stock (using the "if converted" method)
and shares issuable upon the exercise of stock options and warrants (using the
"treasury stock" method). Potentially dilutive securities are excluded from the
computation of net income (loss) per share if their effect is anti-dilutive. As
of July 31, 2000, a total of 4,814,999 outstanding stock options and warrants,
and 1,516,667 outstanding shares of Class A Convertible Preferred Stock have
been excluded from the diluted net income (loss) per share calculation, as the
inclusion would be anti-dilutive. As of July 31, 1999, a total of approximately
5,864,047 outstanding stock options and warrants, and 1,830,000 outstanding
shares of Class A Convertible Preferred Stock were excluded from the diluted net
income (loss) per share calculation, as their inclusion would be anti-dilutive.
Contingently issued shares are included in the computation when the related
conditions are satisfied. Accordingly, 3,130,435 shares of Common Stock were
excluded from the net income (loss) per share calculation, as the issuance of
this Common Stock is contingent upon the delivery of silicon-28 per the terms of
the Eagle-Picher transaction, as described in the paragraph entitled "SALE OF
DEPLETED ZINC BUSINESS." Eagle-Picher disputes our calculation and believes we
should issue to it an additional 155,279 shares of Common Stock. We believe
Eagle-Picher's calculation is in error and we are continuing discussions with
representatives of Eagle-Picher to resolve this matter. These disputed shares
have also been excluded from the earnings per share calculation, as they have
not been issued.
During the three month period ended July 31, 2000, we issued the following
shares of Common Stock:
<TABLE>
<CAPTION>
NUMBER OF COMMON
DESCRIPTION STOCK SHARES
----------- ------------------
<S> <C>
Balance as of April 30, 2000................................ 10,492,931
Exercise of employee stock options for cash................. 185,912
Conversion of Class A Preferred Stock....................... 313,333
Issuance for services....................................... 4,000
Shares issued from employee stock purchase plan............. 7,484
----------
Balance as of July 31, 2000................................. 11,003,660
</TABLE>
6
<PAGE>
ISONICS CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
INVENTORIES
Inventories consist of (in thousands):
<TABLE>
<CAPTION>
JULY 31, 2000 APRIL 30, 2000
-------------- ---------------
<S> <C> <C>
Finished goods......................................... $221 $139
Work in progress....................................... 157 127
---- ----
Total inventories...................................... $378 $266
==== ====
</TABLE>
RESTRUCTURING AND OFFICE CLOSURE COSTS
On October 31, 1998, the Company announced a restructuring of its operations
and relocation of its headquarters from San Jose, California to Golden,
Colorado, the location of the Company's subsidiary, Interpro. As of July 31,
2000, the only significant restructuring cost remaining is the lease payments on
the former San Jose office. This liability, net of sublease income, is estimated
to be approximately $44,000, and will be paid over the next four years.
SIGNIFICANT CUSTOMERS
At July 31, 2000, one customer accounted for 12.7% of total accounts
receivable. The same customer accounted for approximately 20.6% of net revenues
during the three months ended July 31, 2000. Two customers accounted for
approximately 29% and 12% of net revenues during the three months ended
July 31, 1999.
SEGMENT INFORMATION (IN THOUSANDS)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
JULY 31,
-----------------------
2000 1999
-------- --------
<S> <C> <C>
Segment revenues:
Isotope products.......................................... $2,036 $2,710
Contract research and development services and other...... -- 374
------ ------
Total................................................... $2,036 $3,084
</TABLE>
<TABLE>
<CAPTION>
THREE MONTHS ENDED
JULY 31,
-----------------------
2000 1999
-------- --------
<S> <C> <C>
Segment operating (loss) income:
Isotope products.......................................... $ (993) $ (303)
Contract research and development services and other...... -- (90)
------ ------
Total................................................... $ (993) $ (393)
</TABLE>
<TABLE>
<CAPTION>
JULY 31, 2000 APRIL 30, 2000
-------------- ---------------
<S> <C> <C>
Identifiable Assets:
Isotope products..................................... $7,827 $8,711
Contract research and development services and
other............................................ 888 822
------ ------
Total.............................................. $8,715 $9,533
</TABLE>
7
<PAGE>
ISONICS CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
A summary of operations by geographic area is as follows:
<TABLE>
<CAPTION>
THREE MONTHS ENDED
JULY 31,
-----------------------
2000 1999
-------- --------
<S> <C> <C>
Net revenues:
United States............................................. $ 528 $ 844
Germany................................................... 1,508 2,240
------ ------
Total................................................... $2,036 $3,084
</TABLE>
<TABLE>
<CAPTION>
THREE MONTHS ENDED
JULY 31,
-----------------------
2000 1999
-------- --------
<S> <C> <C>
Operating (loss) income:
United States............................................. $ (875) $ (449)
Germany................................................... (118) 56
------ ------
Total................................................... $ (993) $ (393)
</TABLE>
<TABLE>
<CAPTION>
JULY 31, 2000 APRIL 30, 2000
-------------- ---------------
<S> <C> <C>
Identifiable Assets:
United States........................................ $7,159 $8,117
Germany.............................................. 1,556 1,416
------ ------
Total.............................................. $8,715 $9,533
</TABLE>
SALE OF DEPLETED ZINC BUSINESS
On December 1, 1999, we sold our depleted zinc business to Eagle-Picher
Technologies, LLC. ("Eagle-Picher") for approximately $8.2 million, of which
$6.7 million was paid on December 1, 1999. Additionally, we signed a long-term
isotope supply agreement with Eagle-Picher, and Eagle-Picher will supply us in
2000 with 200 kilograms of silicon-28 to be used in research and development
activities. We also gave Eagle-Picher a warrant to obtain 4,000,000 shares of
our common stock. The warrants are contingent upon the delivery of silicon-28 by
Eagle-Picher. As silicon-28 is delivered we will record the value of the silicon
and the warrants proportionately (20,000 warrants per kilogram), at a value of
$25.00 per gram. This is the price we most recently paid for silicon-28 from
another supplier. Eagle-Picher exercised their warrant, under a net exercise
provision in the warrant agreement and received 3,130,435 shares of Common
Stock. Eagle-Picher disputes our calculation and believes we should issue to it
an additional 155,279 shares of Common Stock. We believe Eagle-Picher's
calculation is in error and we are continuing discussions with representatives
of Eagle-Picher to resolve this matter.
The balance of $1.5 million is payable in three annual installments of $500
thousand. These installments are contingent upon the performance of an
unaffiliated supplier of depleted zinc whose contract with us was assigned to
Eagle-Picher. We will recognize the contingent gain on a straight-line basis
over the thirty-six month period, approximately $41,667 per month, as the
supplier performs under the contract. Three months, or approximately $125,000,
have been recognized in the quarter ended July 31, 2000.
8
<PAGE>
ISONICS CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
REORGANIZATION OF INTERPRO SUBSIDIARY
On May 1, 2000, we substantially reorganized one of our subsidiaries,
Interpro, to focus on one specific application, the recovery and recycling of
zinc metal from various sources, including galvanized steel scrap, electric arc
furnace dust, and brass scrap. We chose this course of action for two reasons.
First, we believe the market potential for this, and related processes, is
significant. Second, the profound and lengthy slump in the mineral processing
and mining industries has significantly eroded Interpro's historical customer
base. We will continue to meet the demands of a few remaining customers through
various sub-contractor relationships. We will also keep the physical
infrastructure in place at our Golden, Colorado location if market conditions
warrant a reentry into Interpro's historical markets. Currently, we are using a
significant portion of this infrastructure in our zinc recovery and recycling
project.
9
<PAGE>
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
THE STATEMENTS CONTAINED IN THIS REPORT ON FORM 10-QSB THAT ARE NOT PURELY
HISTORICAL ARE FORWARD LOOKING STATEMENTS WITHIN THE MEANING OF SECTION 27A OF
THE SECURITIES ACT OF 1933 AND SECTION 21E OF THE SECURITIES EXCHANGE ACT OF
1934, INCLUDING STATEMENTS REGARDING OUR EXPECTATIONS, HOPES, INTENTIONS OR
STRATEGIES REGARDING THE FUTURE. FORWARD-LOOKING STATEMENTS INCLUDE: STATEMENTS
REGARDING FUTURE PRODUCTS OR PRODUCT DEVELOPMENT; STATEMENTS REGARDING FUTURE
SELLING, GENERAL AND ADMINISTRATIVE COSTS AND RESEARCH AND DEVELOPMENT SPENDING
AND OUR PRODUCT DEVELOPMENT STRATEGY; AND STATEMENTS REGARDING FUTURE CAPITAL
EXPENDITURES AND FINANCING REQUIREMENTS. ALL FORWARD-LOOKING STATEMENTS INCLUDED
IN THIS DOCUMENT ARE BASED ON INFORMATION AVAILABLE TO US ON THE DATE HEREOF,
AND WE UNDERTAKE NO OBLIGATION TO UPDATE ANY SUCH FORWARD-LOOKING STATEMENTS. IT
IS IMPORTANT TO NOTE THAT OUR ACTUAL RESULTS COULD DIFFER MATERIALLY FROM THOSE
IN SUCH FORWARD-LOOKING STATEMENTS.
OVERVIEW
Founded in 1992, Isonics Corporation ("Isonics" or the "Company") is a
specialty chemical and advanced materials company, which develops and
commercializes products based on stable isotopes. Stable isotopes are ultra pure
materials engineered at the molecular level to provide enhanced performance
properties in semiconductors, lasers and high performance lighting and energy
production. Stable isotopes are also widely used in basic research,
pharmaceutical development and drug design, as well as in medical diagnostics
and imaging. By replacing materials traditionally used in these industries with
isotopically engineered versions of the same materials, product performance,
safety, and economics can be enhanced significantly. Using state-of-the-art
technology, we produce a wide range of enriched stable isotopes, which are then
converted into products, which meet the specialized needs of our customers.
Originally, our core business was the production and supply of depleted
zinc, a non-radioactive stable isotope, to the energy industry. In fiscal 1996,
we expanded our business scope to include development of isotopically engineered
materials for the medical research, medical diagnostic and semiconductor
industries. The acquisition of Chemotrade GmbH ("Chemotrade") in 1998 added
radioactive isotopes (or radioisotopes) to our available products. As a result
of the sale of our depleted zinc business in December 1999, (as described in the
paragraph entitled "SALE OF DEPLETED ZINC BUSINESS.") our revenues in the future
will depend on our success in developing and selling products in the
semiconductor and stable and radioactive isotope markets.
On May 1, 2000, we reorganized International Process Research Corporation
("Interpro", doing business as Colorado Minerals Research Institute). Previously
Interpro was a contract research and development and materials processing
company and is developing new, lower cost technologies to better meet our
customers' needs. As a result of the reorganization, Interpro will focus on one
specific application--the recovery and recycling of zinc metal from various
sources.
Chemotrade is headquartered in Dusseldorf, Germany, and its subsidiary is
located in Leipzig, Germany. Chemotrade is a value-added re-seller of stable and
radioactive isotopes. It supplies radioactive isotopes for pharmaceutical and
industrial research as well as for industrial and medical imaging, calibration
sources and for brachytherapy applications.
Additionally, Chemotrade supplies various stable isotope labeled compounds
for pharmaceutical research and drug design, as well as oxygen-18 for use in
producing a radioisotope used in positron emission tomography. Chemotrade's
market is primarily Europe but sales are also made to North America and Asia.
Prior to June 1998, substantially all of our net revenues in any particular
period were attributable to a limited number of customers and sales of depleted
zinc and other stable isotopes. We have historically operated with little
backlog. With the acquisition of Chemotrade we added radioisotopes to our
product
10
<PAGE>
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (CONTINUED)
mix, and consistent with our historical experience, our quarterly results have
been materially affected by the size, timing and quantity of orders and product
shipments during a given quarter.
On December 1, 1999, we sold our depleted zinc business to Eagle-Picher
Technologies, LLC ("Eagle-Picher") for approximately $8.2 million of which $6.7
million was paid on December 1, 1999. Additionally, we signed a long-term
isotope supply agreement with Eagle-Picher, and Eagle-Picher will supply us with
200 kilograms of silicon-28 in 2000. Eagle-Picher has not supplied any portion
of its obligations to date. We also gave Eagle-Picher a warrant to obtain
4,000,000 shares of our common stock. Eagle-Picher exercised their warrant,
under a net exercise provision in the warrant agreement and received 3,130,435
shares of Common Stock. Eagle-Picher disputes our calculation and believes we
should issue to it an additional 155,279 shares of Common Stock. We believe
Eagle-Picher's calculation is in error and we are continuing discussions with
representatives of Eagle-Picher to resolve this matter.
As a result of the sale of the depleted zinc business, we have realized
significantly lower revenues in the period since the completion of the sale, and
we anticipate lower revenues in future quarters. Consequently, a lost or delayed
sale of radioisotopes could have a significant impact on our operating results
for a particular period, and any fluctuations could materially and adversely
affect our business, financial condition and results of operations.
RESULTS OF OPERATIONS
The following table sets forth, for the periods indicated, certain statement
of operations data expressed as a percentage of net sales. The table and the
discussion below should be read in conjunction with the condensed consolidated
financial statements and the notes thereto appearing elsewhere in this report.
<TABLE>
<CAPTION>
THREE MONTHS
ENDED JULY 31,
-----------------------
2000 1999
-------- --------
<S> <C> <C>
Net revenues................................................ 100.0% 100.0%
Cost of revenues............................................ 74.8 77.8
----- -----
Gross margin.............................................. 25.2 22.2
----- -----
Operating expenses:
Selling, general & administrative......................... 59.1 28.7
Research & development.................................... 14.9 4.1
Restructuring & office closure............................ -- 2.1
----- -----
Total operating expenses................................ 74.0 34.9
----- -----
Operating income (loss)..................................... (48.8) (12.7)
----- -----
Other income (expense) net.................................. 7.5 (2.6)
----- -----
Income (loss) before income taxes........................... (41.3) (15.3)
----- -----
Income tax expense.......................................... -- --
----- -----
NET INCOME (LOSS)........................................... (41.3)% (15.3)%
----- -----
</TABLE>
NET REVENUES
As a result of the sale of the depleted zinc business to Eagle-Picher on
December 1, 1999, we expect that revenues will be decreased on an annual basis
by approximately $6.0 million dollars.
11
<PAGE>
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (CONTINUED)
Net revenues for the three months ended July 31, 2000, were $2,036 million,
a decrease of approximately 34.0%, or $1,048 million, from $3.084 million for
the same period in the prior fiscal year. The decrease is principally due to the
reduction in net revenues from isotope product sales of approximately $0.674
million for the three months ended July 31, 2000, to approximately $2.036
million, from approximately $2.710 million in the comparable period of the prior
year. This reduction is due to the lack of depleted zinc revenues after the sale
of the depleted zinc business to Eagle-Picher, and the recent acquisition of a
major customer by one of our competitors. Net revenues from contract research
and development services decreased approximately $374 thousand for the three
months ended July 31, 2000, to $0 thousand, because of our cessation of these
activities at our subsidiary Interpro. Net revenues from isotope sales varied
considerably from the same quarter in the prior fiscal year primarily because of
timing of large radioisotope sales orders and shipments.
We are engaging in research and development to diversify our business and to
expand other lines of our business. We have also expanded our sales and
marketing efforts. We are now seeking to identify and evaluate a variety of new
stable isotope products and potential markets for economic and technical
feasibility. We will continue to fund research and development to improve
technologies for isotope separation and materials processing technologies.
During fiscal 2000, 1999, and 1998, research and development expenses were
$1,224,000, $1,155,000, and $811,000, respectively. We cannot offer any
assurance that our current or future lines of business and our research and
development efforts will be profitable or generate significant revenues.
We do not anticipate significant revenues from sales of silicon-28 based
products in the fiscal year ended April 30, 2001. We are collaborating with
academia and industry to evaluate the benefits of isotopically pure silicon-28.
We believe that if evaluations demonstrate the commercial feasibility of one or
more products, demand could emerge in certain segments of the semiconductor
market. We can offer no assurance, however, that these evaluations will
demonstrate the commercial feasibility of any products, that we will be able to
commercialize any such products, or that a market will emerge for any such
products.
GROSS MARGIN
As a result of the sale of the depleted zinc business to Eagle-Picher on
December 1, 1999, we anticipate gross margin will be decreased on an annual
basis by approximately $1.0 million dollars.
Gross margin for the three months ended July 31, 2000, increased to
approximately 25.2% of net revenues from approximately 22.2% for the same period
in the prior fiscal year. The increase is primarily because of a change in
product mix sold during the quarter as discussed above. We expect that gross
margins will continue to fluctuate, as we are attempting to develop and market
new products and increase the sales of our existing products.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
As a result of the sale of the depleted zinc business to Eagle-Picher on
December 1, 1999, our historical selling, general and administrative expenses
will be decreased on an annual basis by approximately $100,000. We anticipate
that our selling, general and administrative expenses will increase during the
current fiscal year as we increase our sales and marketing efforts. As a
percentage of revenues selling, general and administrative expenses should
increase, as revenues (current fiscal year quarter to prior fiscal year quarter)
will be significantly lower.
Selling, general and administrative expenses increased $318 thousand or
35.9% to approximately $1.203 million, or approximately 59.1% of net revenues
for the three months ended July 31, 2000, from
12
<PAGE>
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (CONTINUED)
$885 thousand, or 28.7% of net revenues in the comparable period of the prior
year. The dollar increase for the quarter ended July 31, 2000, was primarily
attributable to increased usage of professional services including legal,
business development and accounting services, and increased salaries and
headcount.
We expect that our selling, general and administrative expenses will
continue to fluctuate as we are attempting to develop and market new products
and increase the sales of our existing products. While we are attempting to keep
control over these expenses, we anticipate that we will not be able to reduce
selling, general and administrative expenses in the near future. Our goal is to
increase revenues so that selling, general and administrative expenses as a
percentage of revenues will decrease over time.
RESEARCH AND DEVELOPMENT
Research and development expenses will not be significantly affected by the
sale of the depleted zinc business to Eagle-Picher on December 1, 1999, because
we had not spent significant funds on depleted zinc research and development in
the last fiscal year, and did not have plans for any significant future research
and development expenditures. However, as a percentage of revenues research and
development expenses should increase, as revenues (current fiscal year quarter
to prior fiscal year quarter) will be significantly lower.
Research and development expenses increased approximately $177 thousand, or
approximately 139.4%, to $304 thousand for the quarter ended July 31, 2000, from
$127 thousand for the comparable period in fiscal 2000, while increasing on a
percentage basis to approximately 14.9% of net revenues from approximately 4.1%.
The dollar increase during the quarter ended July 31, 2000, was primarily
because of research and development costs associated with the development of our
zinc recovery and recycling project.
As described above, we signed a long-term isotope supply agreement with
Eagle-Picher, and Eagle-Picher will supply us with 200 kilograms of silicon-28
in 2000. The silicon-28 will be used to further development of our semiconductor
materials business. We also gave Eagle-Picher a warrant to obtain 4,000,000
shares of our common stock. The warrants are contingent upon the delivery of
silicon-28 by Eagle-Picher. The anticipated value of the 200 kilograms is
approximately $5,000,000. As we use the silicon-28 in our research and
development activities, we will recognize an expense of approximately $25.00 per
gram, as this is the price we most recently paid for silicon-28 from another
supplier.
We believe that the development and introduction of new product applications
is critical to our future success and we expect that research and development
expenses will increase (as measured in dollars), in the near term because of the
timing of material usage and outside services, but will likely continue to vary
as a percentage of revenues because of the timing and amount of future revenues.
On May 1, 2000, we substantially reorganized Interpro to focus on one
specific application, the recovery and recycling of zinc metal from various
sources including, galvanized steel scrap, electric arc furnace dust, and brass
scrap. We chose this course of action for two reasons. First, we believe the
market potential for this, and related processes, is significant. Second, the
profound and lengthy slump in the mineral processing and mining industries has
significantly eroded Interpro's historical customer base. We will continue to
meet the demands of a few remaining customers through various sub-contractor
relationships. We will also keep the physical infrastructure in place at our
Golden location if market conditions warrant a reentry into Interpro's
historical markets. Currently, we are using a significant portion of this
infrastructure in our zinc recovery and recycling project.
13
<PAGE>
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (CONTINUED)
RESTRUCTURING AND OFFICE CLOSURE
On October 31, 1998, we announced a restructuring of our operations and
relocation of our headquarters to Golden, Colorado, the location of our
subsidiary, Interpro. We recorded a $708 thousand charge in connection with the
restructuring.
As of July 31, 2000, the only significant restructuring cost remaining is
the lease payments on the former San Jose, California office, which has been
sublet for the remaining term of our lease. The net liability is estimated to be
approximately $44,000, and will be incurred over the next four years. The $66
thousand expense in the three months ending July 31, 1999, was primarily related
to moving costs incurred by two senior executives.
OTHER INCOME (EXPENSE), NET
In 1999, other income (expense), net included interest income and expense,
amortization of debt issuance costs and the fair value of warrants issued in
connection with debt, and foreign currency gains and losses. As a result of the
Eagle-Picher transaction we retired a significant portion of our outstanding
debt such that we currently incur no material interest expense. Other income
(expense), net increased by approximately $231,000, to $152,000, for the quarter
ended July 31, 2000, from other (expense), net of approximately $(79,000), for
the comparable period of the previous fiscal year. The increase is primarily
attributable to foreign currency exchange gains of $69,000, the realization of
$125,000 of contingency gains associated with the Eagle-Picher transaction, and
interest income earned on our cash deposits. We also incurred a $48,000 expense
related to the resolution of legal claims.
INCOME TAXES
We currently operate at a loss and expect to operate at a loss until the
products currently under development begin to generate sufficient revenue. While
we recognized a taxable gain upon the sale of our depleted zinc product line,
the tax expense incurred was offset by the expected recovery of such taxes due
to the availability of net operating losses to offset the taxes paid. As a
result, for the fiscal year ended April 30, 2000, our reported tax expense was
limited to the taxes payable in Germany on the income of our Chemotrade
subsidiary.
The losses to be incurred in the current year are not expected to generate
an income tax benefit because of the uncertainty of the realization of the
deferred tax asset. As such we have provided a valuation allowance against the
deferred tax assets for the amount in excess of the taxes paid in prior years
that are subject to refund.
LIQUIDITY AND CAPITAL RESOURCES
Our working capital and liquidity were significantly improved as a result of
the sale of the depleted zinc business to Eagle-Picher on December 1, 1999.
However, our liquidity has been decreasing since then as is shown by the
following table:
<TABLE>
<CAPTION>
DATE WORKING CAPITAL
---- ----------------
<S> <C>
January 31, 2000............................................ $4.067 million
April 30, 2000.............................................. $3.754 million
July 31, 2000............................................... $3.319 million
</TABLE>
14
<PAGE>
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (CONTINUED)
We expect that our working capital will continue to decrease over time as we
continue to use our capital for operations, research and development, and
investing activities. We do not expect working capital to increase until, if
ever, we are able to increase our revenues to exceed our cash out-flow. We
cannot offer any assurance that we will be able to do so in the near term. We
believe we have sufficient working capital for the current fiscal year, ending
April 30, 2001, and into the next fiscal year.
Our principal sources of funding have been cash from sales of lines of
business, borrowed funds, and sales of preferred stock. We used cash in
operating activities of approximately $1.508 million and $884,000, during the
three months ended July 31, 2000, and 1999, respectively. Cash used in operating
activities during the three months ended July 31, 2000 was principally the
result of a net loss of approximately $884,000 and tax payments of $675,000.
Cash used by operating activities during the three months ended July 31, 1999,
was principally the result of a net loss of $473,000, and increases in accounts
receivable, and inventory, offset by adjustments for non-cash items, primarily
depreciation and amortization, and increases in accounts payable and accrued
liabilities.
Our investing activities used cash of $11 thousand, and $1 thousand for the
three months ended July 31, 2000, and 1999, respectively, resulting from
leasehold improvements and purchases of property and equipment.
Financing activities generated cash of $193,000 and $2.060 million for the
three months ended July 31, 2000, and 1999, respectively. Cash provided by
financing activities during the three months ended July 31, 2000, resulted
primarily from the exercise of employee stock options and proceeds from the sale
of shares under our employee stock purchase program. Cash provided by financing
activities during the three months ended July 31, 1999, resulted primarily from
the issuance of $2.725 million in convertible preferred stock for cash, proceeds
from net borrowings on the revolving line of credit of $370 thousand, and
issuance of debt of $75 thousand, that were offset by repayments of debt of $615
thousand.
At July 31, 2000, we had approximately $2.059 million of cash and cash
equivalents, a decrease of approximately $1.326 million, compared to $3.385
million as of April 30, 2000. At July 31, 2000, we had positive working capital
of approximately $3.319 million, a decrease of approximately $435,000, from
April 30, 2000. The decrease is primarily the result of net losses incurred
during the quarter ended July 31, 2000.
We believe that the cash proceeds from the recent sale of our depleted zinc
business will be sufficient for us to meet our cash needs for the next twelve
months. However, our long-term capital requirements will only be met if we are
able to generate profits from operations and positive cash flows, or develop new
sources of financing of which there can be no assurance. We currently have no
borrowing agreements in place with any lenders or similar organizations.
FACTORS THAT MAY AFFECT FUTURE RESULTS
In evaluating our business, prospective investors should carefully consider
the following factors in addition to the other information presented in this
report and in our other reports filed with the SEC that attempt to advise
interested parties of the risks and factors that may affect our business.
Following the sale of our depleted zinc business, our primary risk is our
reliance on products that have to date not produced significant revenues. We
operate with little backlog and a significant portion of our net revenues have
been, and we believe will continue to be, derived from a limited number of
orders that are processed and shipped in the same quarter in which the orders
are received. These orders being primarily for radioisotopes. The timing of such
orders and their fulfillment has caused, and is likely to continue to cause,
material fluctuations in our operating results. Our expense levels are
relatively fixed, and as has been the case in prior quarters, these factors will
affect our operating results for future periods.
15
<PAGE>
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (CONTINUED)
RELATIONSHIP WITH CERTAIN SUPPLIERS AND AVAILABILITY OF RAW MATERIALS
We depend on an isotope enrichment plant, located in Russia, which is owned
by the Ministry of Atomic Energy of the Russian Federation (the "Ministry"),
which is part of the cabinet of the government of the Russian Federation, for
most of our stable and radioisotopes. We signed an agreement with the commercial
department of the Ministry to purchase certain isotope separation services
through 2001. Disruption or termination of services provided by the Ministry
could have a material and adverse affect upon our financial condition and
results of operations.
OPERATIONS IN RUSSIA, THE REPUBLIC OF UZBEKISTAN, AND THE REPUBLIC OF GEORGIA
Operations in Russia, the Republic of Uzbekistan ("Uzbekistan"), and the
Republic of Georgia ("Georgia") entail certain risks. Recently, the former
republics of the Soviet Union including Uzbekistan and Georgia have experienced
political, social and economic change as they obtained independence from the
former central government in Moscow. Certain of the republics, including Russia,
Uzbekistan, and Georgia, have attempted to transition from a central-controlled
economy toward a market-based economy. These changes have involved, in certain
cases, armed conflict. The political or economic instability in these republics
may continue or even worsen. The supply of stable isotopes could be directly
affected by political, economic and military conditions in Russia, Uzbekistan,
and Georgia. Accordingly, our operations could be materially adversely affected
if hostilities in Russia, Uzbekistan, or Georgia should occur, if trade between
Russia, Uzbekistan, or Georgia and the United States were interrupted, if
political conditions in Russia, Uzbekistan, or Georgia disrupt transportation or
processing concerning our goods, if laws or government policies concerning
foreign business operations in Russia, Uzbekistan, or Georgia change
substantially, or if tariffs are introduced.
CUSTOMER CONCENTRATION
Historically, substantially all of our net revenues in any particular period
have been attributable to a limited number of customers. Consistent with our
historical experience, our quarterly results are expected to be affected
materially by the level of orders received and product shipments by us during
such periods. This factor pertains primarily to radioisotope sales. There can be
no assurance that our current customers will continue to purchase products. A
decrease in or loss of orders from one or more major radioisotope customers
would have a material and adverse effect on our financial condition and results
of operations.
While our goal is to diversify our customer base, we expect to continue to
depend upon a relatively small number of customers for a significant percentage
of our revenues for the foreseeable future. Significant reductions in sales to
any of our large customers have had and may in the future have a material
adverse effect on us. We cannot guarantee that present or future customers will
not terminate their arrangements with us or significantly change, reduce or
delay the amount of manufacturing services ordered from us. A termination of a
manufacturing relationship or change, reduction or delay in orders could harm
us.
VOLATILITY OF STOCK PRICE
The trading price of our securities has been subject to wide fluctuations in
response to quarter-to-quarter variations in operating results, announcements of
technological innovations or new products by us or our competitors, and other
events or factors. In addition, the stock market has experienced wide price and
volume fluctuations, which have at times been unrelated to the operating
performance of the companies whose securities are traded. These broad market
fluctuations may adversely affect the market price of our common stock and
common stock warrants.
16
<PAGE>
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (CONTINUED)
FACTORS AFFECTING OPERATING RESULTS; VARIABILITY OF ORDERS
We operate with little backlog. A significant portion of our net revenues
have been, and we believe will continue to be, derived from a limited number of
orders that are processed and shipped in the same quarter in which the orders
are received. The timing of such orders and their fulfillment has caused, and is
likely to continue to cause, material fluctuations in our operating results. Our
expense levels are relatively fixed, and as has been the case in prior quarters,
these factors will affect our operating results for future periods.
MANAGEMENT OF GROWTH
We have experienced periods of rapid growth that have placed a significant
strain on our financial and managerial resources. Our ability to manage growth
effectively, particularly given our increasing scope of operations, will require
us to continue to implement and improve our management, operational, and
financial information systems, as well as to develop the management skills of
our personnel and to train, motivate and manage our employees. Our failure to
effectively manage growth could have a material adverse effect on our business,
financial condition and results of operations.
DEPENDENCE ON KEY PERSONNEL
Our future success will depend in significant part upon the continued
service of our key technical, sales and senior management personnel, including
James E. Alexander, our President and Chief Executive Officer; Boris
Rubizhevsky, our Senior Vice President, Isotope Production and Supply; Robert
Cuttriss, President of Interpro; and Herbert Hegener, Managing Director of
Chemotrade. We maintain $1,000,000 of key man life insurance on the lives of
Messrs. Alexander, Rubizhevsky and Cuttriss and all are covered by employment
agreements extending through September 2001, 2001, and 2003, respectively
(although the individuals may terminate these agreements prematurely, in their
discretion). Mr. Hegener is covered by an employment agreement extending through
the year 2001. We believe that our future success will depend in large part upon
our ability to attract and retain qualified personnel for our operations. The
failure to attract or retain such persons could materially adversely affect our
business, financial condition and results of operations.
POSSIBLE NEED FOR ADDITIONAL FINANCING
We anticipate no need for additional financing in the next twelve months,
but we do anticipate a need for a substantial amount of financing after our
current fiscal year ending April 30, 2001. Factors that may lead to a need for
additional financing include:
- delays in Eagle-Picher's production of silicon and carbon isotopes from
its plant in Oklahoma, and the resulting delays in their delivery of the
isotopes to us under the terms of the supply agreement;
- unanticipated expenses in developing our new products or in producing or
marketing our existing products;
- the necessity of having to protect and enforce our intellectual property
rights;
- technological and market developments; and
- a corporate decision to expand our production capacity through capital
investment or acquisition.
17
<PAGE>
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (CONTINUED)
NO ASSURANCE AS TO VALIDITY OF INTELLECTUAL PROPERTY RIGHTS
We rely primarily on a combination of trade secrets, confidentiality
procedures and contractual provisions to protect our technology. Despite our
efforts to protect our rights, unauthorized parties may attempt to copy aspects
of our products or to obtain and use information that we regard as proprietary.
Policing unauthorized use of our technology and products is difficult. In
addition, the laws of many countries do not protect our rights in information,
materials and intellectual property that we regard as proprietary and that are
protected under the laws of the United States. There can be no assurance that
our means of protecting our rights in proprietary information, materials and
technology will be adequate or that our competitors will not independently
develop similar information, technology, or intellectual property.
We currently have no patents in our own name and have not filed any patent
applications. We have rights to several isotopically engineered innovations
regarding electronic and optical materials that we believe may be patentable.
Ongoing work in the area of isotope separation by chemical means may also lead
to patentable inventions. In such cases, we intend to file patent applications
for some of these modifications, improvements, and inventions and to protect
others as trade secrets. There can be no assurance, however, that patents on
such modifications, improvements or inventions will be issued or, if issued,
that such patents or modifications and improvements protected as trade secrets
will provide meaningful protection.
Third parties may have filed applications for or have been issued patents
and may obtain additional patents and proprietary rights related to products or
processes competitive with or similar to those of Isonics. We may not be aware
of all patents potentially adverse to our interests that may have been issued to
others and there can be no assurance that such patents do not exist or have not
been filed or may not be filed or issued. If patents have been or are issued to
others containing preclusive or conflicting claims and such claims are
ultimately determined to be valid, we may be required to obtain licenses thereto
or to develop or obtain alternate technology. There can be no assurance that
such licenses, if required, would be available on commercially acceptable terms,
if at all, or that we would be able to develop or obtain alternate technology,
which would have a material adverse effect on our business.
There can be no assurance that the validity of any of the patents licensed
to, or that may in the future be owned by us would be upheld if challenged by
others in litigation or that our products or technologies, even if covered by
our patents, would not infringe patents owned by others. We could incur
substantial costs in defending suits brought against us, or any of our
licensors, for infringement, in suits by us against others for infringement, or
in suits contesting the validity of a patent. Any such proceedings may be
protracted. In any suit contesting the validity of a patent, the patent being
contested would be entitled to a presumption of validity and the contesting
party would be required to demonstrate invalidity of such patent by clear and
convincing evidence. If the outcome of any such litigation were adverse to our
interests, our business would be materially adversely affected.
In certain instances, we may choose not to seek patent protection and may
rely on trade secrets and other confidential know-how to protect our
innovations. There can be no assurance that protectable trade secrets or
know-how will be established, or if established, that they will remain protected
or that others will not independently and lawfully develop similar or superior
innovations. We require all employees to sign intellectual property assignment
and non-disclosure agreements. In certain instances, we will enter into
agreements with our employees pursuant to which the employee will be entitled to
a small royalty with respect to products developed by Isonics based upon the
employee's inventions. In addition, all directors, consultants and other parties
to whom confidential information has been or will be disclosed have or will
execute agreements containing confidentiality provisions. There can be no
assurance, however, that any
18
<PAGE>
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (CONTINUED)
such intellectual property assignment agreements and confidentiality agreements
will be complied with or will be enforceable.
COMPETITION AND RISK OF TECHNOLOGICAL OBSOLESCENCE
Within the United States, we believe there currently is no producer of a
full range of stable enriched isotopes for commercial sale. The U.S. government
produces isotopes, but primarily for research purposes. There can be no
assurance that a third party will not contract with the U.S. government to
acquire isotopes for commercial sale. Outside the United States, many countries
and businesses produce stable and radioactive isotopes. Some of these businesses
have substantially greater capital and other resources than do we.
Further, it is possible that future technological developments may occur,
and these developments may render our radioisotopes and stable isotopes obsolete
or non-competitive.
Rapidly changing technology and continuing process development characterize
the market for our manufacturing services. We believe that our future success
will depend in large part upon our ability to develop and market manufacturing
services which meet changing customer needs, maintain technological leadership
and successfully anticipate or respond to technological changes in manufacturing
processes on a cost-effective and timely basis. We cannot guarantee that our
process development efforts will be successful.
In the future, we may face substantial competition, and we may not be able
to compete successfully against present or future competitors.
ENVIRONMENTAL COMPLIANCE
We are subject to a variety of federal, state, and local environmental
regulations relating to the use, storage, discharge and disposal of hazardous
chemicals used during the manufacturing process. While we believe that we are in
compliance with all environmental regulations, if we fail to comply with present
and future regulations we could be subject to future liabilities or the
suspension of production. In addition, these regulations could restrict our
ability to expand our facilities or could require us to acquire costly equipment
or to incur other significant expenses to comply with governmental regulations.
Historically, our costs of compliance with environmental regulations have not
been material.
POTENTIAL ADVERSE MARKET IMPACT OF SHARES ELIGIBLE FOR FUTURE SALE
Our stock price may be hurt by future sales of our shares or the perception
that such sales may occur. As of August 29, 2000, approximately 8,743,903 shares
of Common Stock held by existing stockholders constitute "restricted shares" as
defined in Rule 144 under the Securities Act. These shares may only be sold if
they are registered under the Securities Act or sold under Rule 144 or another
exemption from registration under the Securities Act. Sales under Rule 144 are
subject to the satisfaction of certain holding periods, volume limitations,
manner of sale requirements, and the availability of current public information
about us.
A substantial portion of all of our restricted shares of Common Stock are
either eligible for sale pursuant to Rule 144 or have been registered under the
Securities Act for resale by the holders. This will permit the sale of
registered shares of Common Stock in the open market or in privately negotiated
transactions without compliance with the requirements of Rule 144. We are unable
to estimate the amount, timing or nature of future sales of outstanding Common
Stock. Sales of substantial amounts of our Common Stock in the public market may
hurt the stock's market price.
19
<PAGE>
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (CONTINUED)
EFFECT OF OUTSTANDING SERIES A PREFERRED STOCK, OPTIONS, AND WARRANTS
As of August 29, 2000, we had outstanding preferred stock convertible into
and options and warrants to purchase an aggregate of 6,331,666 shares of Common
Stock. As long as these shares of convertible preferred stock ("Series A
Preferred Stock") remain outstanding and the options and warrants remain
unexercised, the terms under which we could obtain additional capital may be
adversely affected. Moreover, the holders of the Series A Preferred Stock,
options and warrants may be expected to exercise them at a time when we would,
in all likelihood, be able to obtain any needed capital by a new offering of our
securities on terms more favorable than those provided by these securities.
20
<PAGE>
PART II: OTHER INFORMATION
ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K
We filed a report on Form 8-K, describing our Class A Redeemable Warrant
exchange, and Class B and Class C Redeemable Warrants dated August 21, 2000.
21
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Golden, County of
Jefferson, State of Colorado, on the 15th day of September, 2000.
<TABLE>
<S> <C> <C>
ISONICS CORPORATION
(Registrant)
By /s/ JAMES E. ALEXANDER
-----------------------------------------
James E. Alexander
PRESIDENT, CHIEF EXECUTIVE OFFICER AND
DIRECTOR
By /s/ BRANTLEY J. HALSTEAD
-----------------------------------------
Brantley J. Halstead
CHIEF ACCOUNTING OFFICER AND CHIEF
FINANCIAL OFFICER
</TABLE>
22
