-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, E802MqNBchtMnh3y1pXNu2zpow6ieW2cCUjxrPnasQXkRohtVWP+rIKsoaWGhGmX vOJqEXfPevYaQeCTr+ydPA== 0001104659-04-011568.txt : 20040428 0001104659-04-011568.hdr.sgml : 20040428 20040428132643 ACCESSION NUMBER: 0001104659-04-011568 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20040427 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040428 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ISONICS CORP CENTRAL INDEX KEY: 0001023966 STANDARD INDUSTRIAL CLASSIFICATION: CHEMICALS & ALLIED PRODUCTS [2800] IRS NUMBER: 770338561 STATE OF INCORPORATION: CA FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12531 FILM NUMBER: 04759724 BUSINESS ADDRESS: STREET 1: 5906 MCINTYRE STREET CITY: GOLDEN STATE: CO ZIP: 80403 BUSINESS PHONE: 3032797900 MAIL ADDRESS: STREET 1: 5906 MCINTYRE STREET CITY: GOLDEN STATE: CO ZIP: 80403 8-K 1 a04-4999_18k.htm 8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 


 

FORM 8-K

 

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report: April 27, 2004

 

ISONICS CORPORATION

(Name of small business issuer as specified in its charter)

 

 

California

 

001-12531

 

77-0338561

State of
Incorporation

 

Commission File
Number

 

IRS Employer
Identification No.

 

5906 McIntyre Street, Golden, Colorado 80403

Address of principal executive offices

 

303-279-7900

Telephone number, including
Area code

 

Not applicable

Former name or former address if changed since last report

 

 



 

Item 5 – Other Events

 

On April 27, 2004, we held our annual meeting of shareholders in Golden, Colorado.  A single proposal for the election of all five members of our board of directors was submitted to a shareholder vote.  The names of the directors elected to serve until the next annual meeting of shareholders and until their successors have been elected and qualified, and the number of votes cast for and against were as follows:

 

Name of Director

 

Shares FOR

 

Shares WITHHELD

 

James E. Alexander

 

11,247,568

 

643,391

 

Boris Rubizhevsky

 

11,245,438

 

645,521

 

Lindsay A. Gardner

 

11,269,665

 

621,294

 

Richard Parker

 

11,252,168

 

638,791

 

Russell Weiss

 

11,253,665

 

637,294

 

 

Abstentions and broker non-votes were not counted for the purposes of determining the outcome of the vote on the election of directors.

 

At the meeting, we also highlighted for attending shareholders the discussion set forth in a press release we issued on April 26, 2004, describing our strategic initiatives for our 2005 fiscal year.  A copy of that press release is attached hereto as an exhibit.

 

 

Item 7.           Financial Statements, Pro-Forma Financial Information and Exhibits

 

(c)                                               Exhibits

 

Exhibit Number

 

Description

 

 

 

99.1

 

Press Release dated April 26, 2004;

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on the 27th day of April 2004.

 

 

Isonics Corporation

 

 

 

 

 

By:

 

/s/ James E. Alexander

 

 

James E. Alexander

 

 

President and Chief Executive Officer

 

2


EX-99.1 2 a04-4999_1ex99d1.htm EX-99.1

Exhibit 99.1

 

 

ISONICS CORPORATION ANNOUNCES STRATEGIC INITIATIVES FOR FISCAL YEAR 2005

 

 

GOLDEN, CO (April 26, 2004) – Isonics Corporation (NASDAQ: ISON), a leader in the development of isotopically engineered semiconductor materials, a supplier of silicon-on-insulator (SOI) wafers and isotopes for life sciences and health care applications announced today its Strategic Initiatives for its 2005 fiscal year. The announcement was made by James E. Alexander, chairman, president and CEO of Isonics.

 

Mr. Alexander stated, “With our year-end coming to a close on April 30, and Isonics’ strategic plan successfully being executed, we are enthusiastically announcing our strategic initiatives which outline what we believe to be a compelling vision for the future of the company - for the upcoming 2005 fiscal year.”

 

During FY 2004 we successfully:

 

                  Solidified our life sciences segment by signinglong-term supply agreements with existing and new customers for oxygen-18 and extending the joint production agreement with our Russian supplier, Global Scientific Technologies.

 

                  Further developed our silicon-on-insulator (SOI) wafer manufacturing processes and signed a letter-of-intent to acquire the silicon wafer manufacturing business and related assets from EnCompass Materials Group Ltd. (EMG) of Vancouver, Washington, where (if we complete the acquisition) we plan to implement that SOI technology in high volume manufacturing.

 

                  Made significant advances with high thermal conductivity silicon-28 in customer evaluations, one of which may lead to our first commercial win

 

                  Received a U.S. patent for isotopically engineered wafers, “Semiconductor Wafers with Integrated Heat Spreading Layer”

 

                  Solidified our position in the homeland security market through the Company’s subsidiary IUT Detection Technologies and its advanced neutron-based technology for detection of explosives and chemical/biological agents

 

                  Raised over $5.5 million in equity financing which has positioned the Company for boldly executing our strategic initiatives

 

 

Strategic Initiative 1 – Commitment to Grow the Life Sciences Segment

 

Our Life Sciences segment, which serves the healthcare industry by providing products for the imaging and treatment of cancer, is a solid business.  Our leading product is Oxygen-18 ,which is the essential raw material that supports the fast growing positron emission tomography (PET) imaging technology.  This business, while solid, has shown growth only commensurate with the industry.  In fiscal 2005, we will begin executing plans that, we believe, will triple segment revenues within three years while generating improved gross margins.

 

We will do this by executing plans to broaden our product offerings and by vertically integrating, either forward or backward or both, to add value to our products and better serve our customers.  Related to this will be the diversification of isotope supply, which now is exclusively from the former Soviet Union, but will

 



 

be expanded to European and North American sources as well.  However, we will continue to seek those new isotope products from Russia that also complement the objectives of this strategic initiative.

 

Strategic Initiative 2 – Invest in Silicon-28 Commercialization:

 

Isotopically-pure silicon-28 has superior thermal properties compared to normal silicon.  As heat is becoming an ever-increasing problem to chip designers, silicon-28 is attracting more and more interest.  Customers are beginning to see meaningful temperature benefits in actual products made from Isonics’ supplied silicon-28 epitaxial wafers.  It appears that the more silicon-28 built into a wafer, the larger the thermal benefit obtained.

 

Isonics believes that silicon-28 wafer can be sold at a substantial premium to the price of a normal silicon wafer silicon-28 and still be a commercial success.  However, pricing will dictate the amount of market that we may penetrate.  Therefore, Isonics will institute a silicon-28 cost reduction strategic initiative.  We will invest in commercializing a promising new isotope enrichment technology as well as improving the economics of the mature gas centrifuge technology, which presently provides our silicon-28.  We will also look at ways to improve the efficiency of deposition of epitaxial silicon-28.  Doubling the efficiency from the industry typical 10% to 20% by process and equipment innovations would reduce our cost by 50%.  To the extent we are successful in reducing costs, our market penetration and profitability will be greatly influenced.

 

Strategic Initiative 3 – Silicon-on-Insulator Wafer Manufacturing:

 

Isonics’ leadership position in its market segments is not only dependent upon superior materials, but the processes used to manufacture products, particularly in the price-sensitive semiconductor market.

 

Last month, we announced that we signed a letter of intent to acquire the silicon wafer manufacturing business and related assets from EnCompass Materials Group Ltd. (EMG) of Vancouver, Washington.  EMG manufactures silicon test wafers and provides wafer re-cycling services for leading semiconductor manufacturers.  We want to acquire this company to exploit its people and manufacturing systems to produce higher margin SOI wafers using Isonics’ developed intellectual property, such as our Sigma I process that is capable of transferring silicon layers only tens’ of nanometers in thickness.

 

With this ISO-qualified manufacturing facility under our control, we can then confidently accept large commercial orders, which we now routinely decline.  Growth of revenues in the segment will play a major role in driving the overall company toward profitability this fiscal year.

 

Strategic Initiative 4 – Homeland Security – Neutron Detection Technology:

 

Isonics, through its IUT Detection Technologies subsidiary, has been quietly promoting its technology for neutron-based detection technology that we believe is useful for identification of explosive and chemical and biological agents.  In fiscal 2005 we are committed to actualizing the value of this technology to our shareholders.  We are pursuing strategic relationships from leading industry participants, as well as direct financial investments into the subsidiary.  No specific plan has been established at this time, but management is dedicated in fiscal 2005 to completing one or more transactions that will provide the financial and personnel resources necessary to bring this technology to the commercial level.

 



 

Summary

 

Isonics is a diverse technology company, with burgeoning opportunities in semiconductors, pharmaceuticals, and homeland security.  Much of our technology portfolio is based on nanotechnology processes or are enablers for the manufacture of nanotechnology devices.  Our motto – “building businesses one atom at a time” – is reflective of this.

 

Mr. Alexander continued: “We are extraordinarily enthusiastic about our early successes and the numerous milestones we have achieved to date.  Most importantly, Isonics looks forward to substantial growth in revenues, earnings and, ultimately, in shareholder value.”

 

About Isonics Corporation

 

Isonics Corporation is divided into two segments: (1) Isonics Semiconductor and (2) Isonics Life Sciences.  Isonics is a world leader in isotopically engineered materials and through its semiconductor division produces isotopically pure silicon-28 chemicals and wafers for the semiconductor industry. Through advances in nanotechnology, the Company is also focused on research and development opportunities for further, value-added product and application development. Isonics’ Life Sciences division markets and sells stable isotopes for the health care industry such as carbon-13 for diagnostic breath tests and drug design, and radioisotopes and stable isotopes, such as oxygen-18 for positron emission tomography (PET) imaging. Stable isotopes can be thought of as ultra pure materials.  This high degree of purification provides enhanced properties as compared to natural materials. Additional information may be obtained at the Company’s Web site at http://www.isonics.com.

 

Except for historical information contained herein, this document contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements involve known and unknown risks and uncertainties that may cause the Company’s actual results or outcomes to be materially different from those anticipated and discussed herein. Further, the Company operates in industries where securities values may be volatile and may be influenced by regulatory and other factors beyond the Company’s control. Other important factors that the Company believes might cause such differences are discussed in the risk factors detailed in the Company’s 10-KSB for the year ended April 30, 2003, and its quarterly report on Form 10-QSB for the nine months ended January 31, 2004, both as filed with the Securities and Exchange Commission, which include the Company’s cash flow difficulties, dependence on significant customers, and rapid development of technology, among other risks. In assessing forward-looking statements contained herein, readers are urged to carefully read all cautionary statements contained in the Company’s filings with the Securities and Exchange Commission.

 

Contacts:

 

Investor Relations:

 

Randall Lewis

Senior Vice President

Trilogy Capital Partners, Inc.

randy@trilogy-capital.com

800.342.1467

 

Company:

 



 

James Alexander

President

Isonics Corporation

303.279.7900

 


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