<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
[X] QUARTERLY REPORT PURSUANT TO
SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2000
Commission File No. 2-95626-D
SIONIX CORPORATION
----------------------
(Exact name of registrant as specified in its charter)
Utah 87-0428526
------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
7282 Jeronimo Road, Suite 108
-----------------------------------------------------------------
(Address of principal executive offices)
(949) 454-9283
------------------------------------------------------------------
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or 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 [ ]
Indicate the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date:
Title of each Class of Common Stock Outstanding at March 31, 2000
- ----------------------------------- -----------------------------
Common Stock, without par value 48,167,005
<PAGE> 2
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
The financial statements included herein have been prepared by the Company,
without audit. Certain information and footnote disclosure normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted, although the Company believes that
the disclosures are adequate to make the information presented not misleading.
In the opinion of the Company, all adjustments, consisting of only normal
recurring adjustments, necessary to present fairly the financial position of the
Company as of March 31, 2000 and the results of its operations and changes in
its financial position from inception through March 31, 2000 have been made.
<PAGE> 3
SIONIX CORPORATION
(A DEVELOPMENT STAGE COMPANY)
FINANCIAL STATEMENTS
MARCH 31, 2000 AND SEPTEMBER 30, 1999
<PAGE> 4
SIONIX CORPORATION
(A Development Stage Company)
Balance Sheets
<TABLE>
<CAPTION>
ASSETS
March 31, September 30,
2000 1999
--------- -------------
(Unaudited)
<S> <C> <C>
CURRENT ASSETS
Cash $ 856,646 $184,461
Other current assets -- 1,164
---------- --------
Total Current Assets 856,646 185,625
---------- --------
PROPERTY AND EQUIPMENT - NET 139,102 112,637
---------- --------
OTHER ASSETS
Deposits 41,831 37,231
Intangibles - net 99,242 103,742
---------- --------
Total Other Assets 141,073 140,973
---------- --------
TOTAL ASSETS $1,136,821 $439,235
========== ========
</TABLE>
<PAGE> 5
SIONIX CORPORATION
(A Development Stage Company)
Balance Sheets (Continued)
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
<TABLE>
<CAPTION>
March 31, September 30,
2000 1999
----------- -------------
(Unaudited)
<S> <C> <C>
CURRENT LIABILITIES
Accounts payable $ 14,064 $ 18,895
Accrued expenses 108,214 143,790
Related party payables 377,351 377,351
----------- -----------
Total Current Liabilities 499,629 540,036
----------- -----------
COMMITMENTS
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock $0.001 par value; 100,000,000 shares
authorized, 48,167,005 and 35,310,621 shares issued
and outstanding, respectively 48,167 35,311
Additional paid-in capital 6,498,310 5,225,527
Deficit accumulated during the development stage (5,909,285) (5,361,639)
----------- -----------
Total Stockholders' Equity (Deficit) 637,192 (100,801)
----------- -----------
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY (DEFICIT) $ 1,136,821 $ 439,235
=========== ===========
</TABLE>
<PAGE> 6
SIONIX CORPORATION
(A Development Stage Company)
Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
From Inception
on October 3,
For the Six Months For the Three Months 1994 Through
Ended March 31, Ended March 31, March 31,
-------------------------- -------------------------- --------------
2000 1999 2000 1999 2000
--------- --------- --------- --------- --------------
<S> <C> <C> <C> <C> <C>
REVENUE $ -- $ -- $ -- $ -- $ 15,500
COST OF SALES -- -- -- -- 6,540
--------- --------- --------- --------- -----------
GROSS PROFIT -- -- -- -- 8,960
--------- --------- --------- --------- -----------
EXPENSES
Research and development -- -- -- -- 857,438
Depreciation and amortization 26,860 23,834 13,568 12,142 460,050
Administrative and marketing 514,846 251,503 185,055 120,012 3,343,305
--------- --------- --------- --------- -----------
Total Expenses 541,706 275,337 198,623 132,154 4,660,793
--------- --------- --------- --------- -----------
LOSS FROM OPERATIONS (541,706) (275,337) (198,623) (132,154) (4,651,833)
--------- --------- --------- --------- -----------
OTHER INCOME (EXPENSE)
Write down of obsolete intangibles -- -- -- -- (1,040,865)
Write down of obsolete software -- -- -- -- (53,614)
Settlement costs -- -- -- -- (25,125)
Interest income (expense) (5,940) (6,595) (46) 778 (157,370)
--------- --------- --------- --------- -----------
Total Other Income (Expense) (5,940) (6,595) (46) 778 (1,276,974)
--------- --------- --------- --------- -----------
LOSS BEFORE EXTRAORDINARY
INCOME AND INCOME TAXES (547,646) (281,932) (198,669) (131,376) (5,928,807)
EXTRAORDINARY INCOME
Gain on settlement of debt - net
of zero tax benefit -- -- -- -- 19,522
--------- --------- --------- --------- -----------
Total Extraordinary income -- -- -- -- 19,522
--------- --------- --------- --------- -----------
PROVISION FOR INCOME TAXES -- -- -- -- --
--------- --------- --------- --------- -----------
NET LOSS $(547,646) $(281,932) $(198,669) $(131,376) $(5,909,285)
========= ========= ========= ========= ===========
BASIC LOSS PER SHARE $ (0.01) $ (0.00) $ (0.00) $ (0.00)
========= ========= ========= =========
FULLY DILUTED LOSS PER SHARE $ (0.01) $ (0.00) $ (0.00) $ (0.00)
========= ========= ========= =========
</TABLE>
<PAGE> 7
SIONIX CORPORATION
(A Development Stage Company)
Statements of Stockholders' Equity (Deficit)
From Inception on October 3, 1994 through March 31, 2000
<TABLE>
<CAPTION>
Deficit
Accumulated
Common Stock Additional During the
----------------------- Paid-in Development Subscription
Shares Amount Capital Stage Receivable
------------ ------ ----------- ----------- ------------
<S> <C> <C> <C> <C> <C>
Balance,
October 3, 1994 -- $ -- $ -- $ -- $ --
Shares issued to initial
stockholders in October
1994 at $0.01 per share 10,000 10 90 -- --
Net loss from October 3,
1994 through
December 31, 1994 -- -- -- (1,521) --
--------- ------ ----------- ------- ----------
Balance,
December 31, 1994 10,000 10 90 (1,521) --
Issuance of common
stock for assignment
of rights recorded at
predecessor cost at
$0.00 per share 1,990,000 1,990 (1,990) -- --
Issuance of common
stock for services at
$0.25 per share 572,473 572 135,046 -- --
Issuance of common
stock for debt at $0.25
per share 188,561 188 47,347 -- --
Issuance of common
stock for debt at $0.50
per share 595,860 596 297,334 -- --
Issuance of common
stock for debt at $2.00
per share 98,194 98 196,290 -- --
Issuance of common
stock for debt at $4.00
per share 156,025 156 623,944 -- --
--------- ------ ----------- ------- ----------
Balance forward 3,611,113 $3,610 $ 1,298,061 $(1,521) $ --
--------- ------ ----------- ------- ----------
</TABLE>
<PAGE> 8
SIONIX CORPORATION
(A Development Stage Company)
Statements of Stockholders' Equity (Deficit) (Continued)
From Inception on October 3, 1994 through March 31, 2000
<TABLE>
<CAPTION>
Deficit
Accumulated
Common Stock Additional During the
----------------------- Paid-in Development Subscription
Shares Amount Capital Stage Receivable
--------- ------- ----------- ----------- ------------
<S> <C> <C> <C> <C> <C>
Balance forward 3,611,113 $ 3,610 $ 1,298,061 $ (1,521) $ --
Issuance of common
stock for cash at $4.00
per share 138,040 138 552,022 -- --
Issuance of common
stock for subscription
note receivable at
$4.00 per share 414,200 414 1,652,658 -- (1,656,800)
Issuance of common
stock for future production
costs at $6.00 per share 112,500 113 674,887 -- (675,000)
Issuance of common
stock for cash at $6.00
per share 94,517 95 567,005 -- --
Net loss for the year
ended December 31, 1995 -- -- -- (914,279) --
---------- ------- ----------- ----------- -----------
Balance,
December 31, 1995 4,370,370 4,370 4,744,633 (915,800) (2,331,800)
Issuance of common
stock in reorganization 18,632,612 18,633 (58,033) -- --
Issuance of common
stock for cash at $1.00
per share 572,407 573 571,834 -- --
Issuance of common
stock for services at
$1.00 per share 24,307 24 24,283 -- --
Net loss for the nine
months ended
September 30, 1996 -- -- -- (922,717) --
---------- ------- ----------- ----------- -----------
Balance,
September 30, 1996 23,599,696 $23,600 $ 5,282,717 $(1,838,517) $(2,331,800)
---------- ------- ----------- ----------- -----------
</TABLE>
<PAGE> 9
SIONIX CORPORATION
(A Development Stage Company)
Statements of Stockholders' Equity (Deficit) (Continued)
From Inception on October 3, 1994 through March 31, 2000
<TABLE>
<CAPTION>
Deficit
Accumulated
Common Stock Additional During the
--------------------------- Paid-in Development Subscription
Shares Amount Capital Stage Receivable
----------- -------- ----------- ----------- ------------
<S> <C> <C> <C> <C> <C>
Balance,
September 30, 1996 23,599,696 $ 23,600 $ 5,282,717 $(1,838,517) $(2,331,800)
Issuance of common
stock for cash at $1.00
per share 80,880 81 80,799 -- --
Issuance of common
stock for cash at $0.69
per share 14,545 15 9,985 -- --
Issuance of common
stock for cash at $0.67
per share 60,000 60 39,940 -- --
Issuance of common
stock for cash at $0.56
per share 4,444 4 2,496 -- --
Issuance of common
stock for cash at $0.50
per share 368,000 368 183,632 -- --
Issuance of common
stock for cash at $0.31
per share 8,064 8 2,492 -- --
Issuance of common
stock for cash at $0.25
per share 186,800 187 46,513 -- --
Issuance of common
stock for services at
$0.20 per share 274,299 274 54,586 -- --
Cancellation of shares
issued for agreement
for future production
costs and other shares (542,138) (542) (674,458) -- 675,000
Net loss for the year
ended September 30, 1997 -- -- -- (858,916) --
----------- -------- ----------- ----------- -----------
Balance,
September 30, 1997 24,054,590 $ 24,055 $ 5,028,702 $(2,697,433) $(1,656,800)
----------- -------- ----------- ----------- -----------
</TABLE>
<PAGE> 10
SIONIX CORPORATION
(A Development Stage Company)
Statements of Stockholders' Equity (Deficit) (Continued)
From Inception on October 3, 1994 through March 31, 2000
<TABLE>
<CAPTION>
Deficit
Accumulated
Common Stock Additional During the
--------------------------- Paid-in Development Subscription
Shares Amount Capital Stage Receivable
----------- -------- ----------- ----------- ------------
<S> <C> <C> <C> <C> <C>
Balance,
September 30, 1997 24,054,590 $ 24,055 $ 5,028,702 $(2,697,433) $(1,656,800)
Common stock issued for
cash at $0.10 per share 2,810,000 2,810 278,190 -- --
Common stock issued for
services valued at $0.10
per share 895,455 895 88,651 -- --
Option to purchase
2,200,000 shares of
common stock at $0.001
per share -- -- 220,000 -- --
Cancellation of common
stock and options (2,538,170) (2,538) (1,534,262) -- 1,656,800
Net loss for the year ended
September 30, 1998 -- -- -- (1,898,376) --
---------- -------- ----------- ----------- -----------
Balance,
September 30, 1998 25,221,875 25,222 4,081,281 (4,595,809) --
Common stock issued for
services valued at $1.25
per share 42,138 42 52,420 -- --
Common stock issued for
services valued at $0.22
per share 141,108 141 30,619 -- --
Common stock issued for
services valued at $0.25
per share 505,000 505 125,745 -- --
Common stock issued for
services valued at $0.38
per share 17,500 18 6,545 -- --
---------- -------- ----------- ----------- -----------
Balance forward 25,927,621 $ 25,928 $ 4,296,610 $(4,595,809) $ --
---------- -------- ----------- ----------- -----------
</TABLE>
<PAGE> 11
SIONIX CORPORATION
(A Development Stage Company)
Statements of Stockholders' Equity (Deficit) (Continued)
From Inception on October 3, 1994 through March 31, 2000
<TABLE>
<CAPTION>
Deficit
Accumulated
Common Stock Additional During the
------------------------- Paid-in Development Subscription
Shares Amount Capital Stage Receivable
----------- ------- ---------- ----------- ------------
<S> <C> <C> <C> <C> <C>
Balance forward 25,927,621 $25,928 $4,296,610 $(4,595,809) $ --
Common stock issued for
cash at $0.10 per share 9,383,000 9,383 928,917 -- --
Net loss for the year ended
September 30, 1999 -- -- -- (765,830) --
---------- ------- ---------- ----------- ----------
Balance,
September 30, 1999 35,310,621 35,311 5,225,527 (5,361,639) --
Common stock issued
for cash at $0.10 per
share (unaudited) 1,226,000 1,226 121,374 -- --
Common stock issued
for services valued at
$0.10 per share
(unaudited) 2,197,742 2,197 217,577 -- --
Common stock issued for
cash at $0.10 per
share (unaudited) 9,077,500 9,078 898,672 -- --
Common stock issued for
services valued at $0.10
per share (unaudited) 355,142 355 35,159 -- --
Net loss for six months
ended March 31, 2000
(unaudited) -- -- -- (547,646) --
---------- ------- ---------- ----------- ----------
Balance,
March 31, 2000
(unaudited) 48,167,005 $48,167 $6,498,309 $(5,909,285) $ --
========== ======= ========== =========== ==========
</TABLE>
<PAGE> 12
SIONIX CORPORATION
(A Development Stage Company)
Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
From Inception
on October 3,
For the Six Months For the Three Months 1994 Through
Ended March 31, Ended March 31, March 31,
---------------------------- -------------------------- --------------
2000 1999 2000 1999 2000
--------- --------- --------- --------- --------------
<S> <C> <C> <C> <C> <C>
CASH FLOWS FROM
OPERATING ACTIVITIES
Net loss $ (547,646) $(281,932) $(198,669) $(131,376) $(5,909,284)
Adjustments to reconcile net
loss to net cash used by
operating activities:
Depreciation and amortization 26,859 23,834 13,567 12,142 460,049
Common stock issued
for services 255,288 -- 35,514 -- 1,115,654
Write-down of obsolete assets -- -- -- -- 1,040,865
Gain on settlement of debt -- -- -- -- (19,522)
Change in assets and liabilities:
(Increase) decrease in deposits (3,436) (15,401) -- (5,001) (41,831)
Increase (decrease) in
accounts payable and
accrued expenses (40,406) (107,220) (41,374) (68,270) 159,968
----------- --------- --------- --------- -----------
Net Cash Used by
Operating Activities (309,341) (380,719) (190,962) (192,505) (3,194,101)
----------- --------- --------- --------- -----------
CASH FLOWS FROM
INVESTING ACTIVITIES
Purchase of intangibles -- -- -- -- (150,188)
Purchase of fixed assets (48,824) (36,215) (25,289) (3,060) (224,436)
----------- --------- --------- --------- -----------
Net Cash Used by
Investing Activities (48,824) (36,215) (25,289) (3,060) (374,624)
----------- --------- --------- --------- -----------
CASH FLOWS FROM
FINANCING ACTIVITIES
Repayment of notes payable
and contracts payable -- (70,937) -- (133) (42,212)
Proceeds from sale of common
stock 1,030,350 696,499 907,750 43,000 4,167,309
Proceeds from notes payable
and convertible debenture -- -- -- -- 361,274
Payment of notes payable and
convertible debenture -- -- -- -- (61,000)
----------- --------- --------- --------- -----------
Net Cash Provided by
Financing Activities $ 1,030,350 $ 625,562 $ 907,750 $ 42,867 $ 4,425,371
----------- --------- --------- --------- -----------
</TABLE>
<PAGE> 13
SIONIX CORPORATION
(A Development Stage Company)
Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
From Inception
on October 3,
For the Six Months For the Three Months 1994 Through
Ended March 31, Ended March 31, March 31,
----------------------- ------------------------ --------------
2000 1999 2000 1999 2000
-------- -------- -------- --------- --------------
<S> <C> <C> <C> <C> <C>
INCREASE (DECREASE)
IN CASH $672,185 $208,628 $691,499 $(152,698) $ 856,646
CASH AT BEGINNING OF
PERIOD 184,461 11,230 165,147 372,556 --
-------- -------- -------- --------- -----------
CASH AT END OF PERIOD $856,646 $219,858 $856,646 $ 219,858 $ 856,646
======== ======== ======== ========= ===========
SUPPLEMENTAL DISCLOSURES
OF NON-CASH INVESTING AND
FINANCING ACTIVITIES:
Decrease (increase) in
subscription notes receivable
and future production costs
receivable $ -- $ -- $ -- $ -- $(1,536,800)
Addition to debt for acquisition
of intangibles $ -- $ -- $ -- $ -- $ 1,302,914
Common stock issued for
services $255,288 $ -- $ 35,514 $ -- $ 1,115,654
Equipment acquired under
lease payable $ -- $ -- $ -- $ -- $ 25,533
CASH PAID FOR:
Interest $ 5,940 $ 11,379 $ 46 $ -- $ 13,132
Income taxes $ -- $ -- $ -- $ -- $ --
</TABLE>
<PAGE> 14
SIONIX CORPORATION
(A Development Stage Company)
Notes to the Financial Statements
March 31, 2000 and September 30, 1999
NOTE 1 - CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
The accompanying financial statements have been prepared by the
Company without audit. In the opinion of management, all adjustments
(which include only normal recurring adjustments) necessary to present
fairly the financial position, results of operations and cash flows at
March 31, 2000 and 1999 and for all periods presented have been made.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted. It is suggested
that these condensed financial statements be read in conjunction with
the financial statements and notes thereto included in the Company's
September 30, 1999 audited financial statements. The results of
operations for periods ended March 31, 2000 and 1999 are not
necessarily indicative of the operating results for the full years.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
General. The Company has formulated its business plans and strategies based
on certain assumptions of the Company's management regarding the size of the
market for the products which the Company will be able to offer, the Company's
anticipated share of the market, and the estimated prices for and acceptance of
the Company's products. The Company continues to believe its business plans and
the assumptions upon which they are based are valid. Although these plans and
assumptions are based on the best estimates of management, there can be no
assurance that these assessments will prove to be correct. No independent
marketing studies have been conducted on behalf of or otherwise obtained by the
Company, nor are any such studies planned. Any future success that the Company
might enjoy will depend upon many factors, including factors which may be beyond
the control of the Company or which cannot be predicted at this time. These
factors may include product obsolescence, increased levels of competition,
including the entry of additional competitors and increased success by existing
competitors, changes in general economic conditions, increases in operating
costs including cost of supplies, personnel and equipment, reduced margins
caused by competitive pressures and other factors, and changes in governmental
regulation imposed under federal, state or local laws.
The Company's operating results may vary significantly due to a variety of
factors including changing customers profiles, the availability and cost of raw
materials, the introduction of new products by the Company or its competitors,
the timing of the Company's advertising and promotional campaigns, pricing
pressures, general economic and industry conditions that affect customer demand,
and other factors.
Results of Operations (Six Months Ended March 31, 2000 Compared to Six
Months
<PAGE> 15
Ended March 31, 1999). During the 1999 fiscal year and the first half of the
2000 fiscal year the focus of the Company's efforts was on development,
manufacturing and distribution of the Company's hardware products. The immediate
focus has been on the DAF (Dissolved Air Flotation), Automatic Back-Flush
Filtration System, O-Zone Mixing Chamber and other related products, some of
which have their own separate markets.
The Company is continuing its engineering focus on hardware and water
filtration equipment. The first phase of testing was completed in November 1998.
The second phase of testing was completed in April 1999 and has revealed useful
data. Final testing began in January 2000 for the first production unit.
Management is implementing engineering changes prior to the execution of
contracts for production tooling. Management is in negotiations with suppliers
for tooling and production of various support products, and is also negotiating
with an existing manufacturing company for the establishment of a joint venture
to handle most aspects of production, distribution and service.
For the six months ended March 31, 2000, the Company reported a loss of
$547,646, or $.01 per share. This compares with a loss of $281,932, or $.00 per
share, for the six months ended March 31, 1999. The increase in the loss is
principally due to higher administrative and marketing costs incurred as the
Company nears production.
Liquidity and Capital Resources. On March 31, 2000 the Company had cash and
cash equivalents of approximately $856,646. The principal source of liquidity
has been sales of securities. Management anticipates that additional capital
will be required to finance the Company's operations. The Company believes that
expected cash flow from operations plus the anticipated proceeds from sales of
securities will be sufficient to finance the Company's operations at currently
anticipated levels for a period of at least twelve months. However, there can be
no assurance that the Company will not encounter unforeseen difficulties that
may deplete its capital resources more rapidly than anticipated.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
In June 1999 the Company filed an action against Jack Moorehead, Dascore,
LLC, S. Donna Friedman and certain others in the U.S. District Court for the
Southern District of California (Case No. 99-cv-1201-K-LSP). Moorehead is the
former President of the Company, and Dascore LLC is an entity controlled by him
and in a business related to that of the Company. S. Donna Friedman is a former
officer and director of the Company.
The Complaint alleges, among other things, that the defendants have
infringed and continue to infringe on certain patents owned by the Company, and
that they are
<PAGE> 16
familiar with the Company's intellectual property through their past positions
with the Company. The Complaint also alleges that the defendants have sold or
attempted to sell technology owned by the Company and covered by the Company's
patents, and that the defendants are unfairly competing with the Company by
exploiting its technology without payment. In addition, the action includes
claims of false advertising, in that the defendants are falsely representing
that they own the technology; interference with economic relations and
interference with prospective advantage, relating to the effect that the
defendants' conduct has had on the Company's dealings with third parties; and
misappropriation of trade secrets learned by the defendants while associated
with the Company. The complaint further alleges that the defendants conspired to
convert technology, money and equipment owned by the Company, and used Company
funds to pay personal expenses. Finally, the complaint alleges that Moorehead
and Friedman defrauded the Company and breached their fiduciary duties to the
Company in connection with their departure from the Company and their retention
of property of the Company.
One of the defendants, Jack Moorehead, has asserted a cross-complaint
against the Company based on a breach of contract cause of action. The case is
currently in the discovery stage.
Item 2. Changes in Securities and Use of Proceeds
During the period of six months ended March 31, 2000, the Company sold
10,303,505 shares of its Common Stock to approximately 136 investors, at a price
of $.10 per share. The Company believes all of such sales were exempt from the
registration requirements of the Securities Act of 1933, as amended, by virtue
of Section 4(2) thereof and Regulation D thereunder.
Item 3. Defaults upon Senior Securities.
Inapplicable.
Item 4. Submission of Matters to a Vote of Security Holders
(a) The Registrant's Annual Meeting of Shareholders was held on March 2,
2000.
(b) Proxies for the Annual Meeting were solicited pursuant to Regulation 14
under the Securities Exchange Act of 1934. There was no solicitation in
opposition to the management's nominees as listed in the proxy statement to
elect three Directors. All such nominees were elected.
<PAGE> 17
(c) The only matter voted at the meeting was the election of directors. The
results were as follows:
Nominee For Withheld
------- --- --------
James J. Houtz 21,602,896 8,851,149
Joan C. Horowitz 21,161,251 9,839,101
Robert McCray 21,378,335 9,839,101
Item 5. Other Information
Inapplicable.
Item 6. Exhibits and Reports on Form 8-K
Exhibit 27. Financial Data Schedule
<PAGE> 18
Signatures
In accordance with the requirements of the Exchange Act, the Registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Date: May 12, 2000
Sionix Corporation
By: /s/ James J. Houtz
-----------------------------------------
James J. Houtz, President
By: /s/ Robert E. McCray
-----------------------------------------
Robert E. McCray, Chief Financial Officer
<PAGE> 19
EXHIBIT INDEX
Exhibit
Number Description
- ------ -----------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-2000
<PERIOD-START> OCT-01-1999
<PERIOD-END> MAR-31-2000
<CASH> 856,646
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 856,646
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,136,821
<CURRENT-LIABILITIES> 499,629
<BONDS> 0
0
0
<COMMON> 48,167
<OTHER-SE> 6,498,310
<TOTAL-LIABILITY-AND-EQUITY> 1,136,821
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 541,706
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 5,940
<INCOME-PRETAX> (547,646)
<INCOME-TAX> 0
<INCOME-CONTINUING> (547,646)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (547,646)
<EPS-BASIC> (.01)
<EPS-DILUTED> (.01)
</TABLE>
