- Current report filing (8-K)
10 March 2009 - 4:29AM
Edgar (US Regulatory)
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:
March 9, 2009
ISONICS
CORPORATION
(Name of small business issuer as specified in its charter)
California
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001-12531
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77-0338561
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State of
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Commission File
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IRS Employer
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Incorporation
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Number
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Identification No.
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535 8
th
Avenue, 3
rd
Floor, New York, NY 10018-2491
Address of
principal executive offices
(212) 356-7400
Telephone number,
including
Area code
Not applicable
Former name or
former address if changed since last report
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant under any of
the following provisions:
o
Written
communications pursuant to Rule 425 under the Securities Act
o
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
o
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
Item 2.04 Triggering Events
That Accelerate or Increase a Direct Financial Obligation or an Obligation
under an Off-Balance Sheet Arrangement.
As more fully described in
Item 8.01 below on March 9, 2009 Isonics Corporation (the Company) filed
a certification on Form 15 with the Securities and Exchange Commission to
immediately suspend its reporting obligations under the 1934 Act. This may cause the Companys common stock to
cease being quoted on the OTC Bulletin Board.
Under the terms of the debentures issued by the Company in May, June,
and November 2006 and in April 2007 having a cumulative face amount
of $18 million, the holder may declare an event of default if our common stock
is not listed or quoted on certain national stock exchanges or the OTC Bulletin
Board. Upon the occurrence of an event
of default, and after expiration of any applicable cure period, the holder of
the debentures may at its option declare the full amount owed under the
debentures immediately due and payable.
The current outstanding balance of the debentures including accrued
interest is in excess of $22 million. Although the creditor has orally approved the
filing of the Form 15, the Company has not received any specific waiver of
the terms of the debentures prohibiting such act.
Item 8.01 Other Events.
On March 9, 2009, the Company filed a certification
on Form 15 with the Securities and Exchange Commission. The effect of filing the Form 15 is to
immediately suspend the Companys reporting obligations under the Securities
Exchange Act of 1934. As a result, the
Company does not expect to be filing its quarterly report for the quarter ended
January 31, 2009, its annual report on Form 10-K for the fiscal year
ending April 30, 2009 or subsequent reports. Inasmuch as maintaining 1934 Act reporting
obligations is a condition for continued quotation on the OTC Bulletin Board,
the OTC Bulletin Board may stop quoting the Companys common stock. However, we
anticipate that our common stock will be eligible for quotation on the pink
sheets.
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 9
th
day of March 2009.
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Isonics Corporation
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By:
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/s/ Chris Toffales
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Chris Toffales, Chief Executive Officer
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2
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