-----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, H+rnxJWWkE7XZWnKtgBKQotW1+lS+OTSjB2mh4qbaPW9rdKwVqB3gx087DoI9Uyx f4WM4h+v/WB0v3//v03wNQ== 0000950129-00-001168.txt : 20000316 0000950129-00-001168.hdr.sgml : 20000316 ACCESSION NUMBER: 0000950129-00-001168 CONFORMED SUBMISSION TYPE: 10-K405 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19991231 FILED AS OF DATE: 20000315 FILER: COMPANY DATA: COMPANY CONFORMED NAME: REDOX TECHNOLOGY CORP CENTRAL INDEX KEY: 0000833083 STANDARD INDUSTRIAL CLASSIFICATION: INVESTORS, NEC [6799] IRS NUMBER: 550681106 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K405 SEC ACT: SEC FILE NUMBER: 033-22142 FILM NUMBER: 569526 BUSINESS ADDRESS: STREET 1: 340 N SAM HOUSTON PKWY E STREET 2: STE 250 CITY: HOUSTON STATE: TX ZIP: 77060 BUSINESS PHONE: 7134450020 MAIL ADDRESS: STREET 1: 340 NORTH SAM HOUSTON PARKWAY EAST STREET 2: SUITE 250 CITY: HOUSTON STATE: TX ZIP: 77060 FORMER COMPANY: FORMER CONFORMED NAME: DCUSA CORP DATE OF NAME CHANGE: 19920703 10-K405 1 REDOX TECHNOLOGY CORPORATION - DATED 12/31/1999 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITY EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 1999 Commission file Number 33-22142 REDOX TECHNOLOGY CORPORATION ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 55-0681106 -------- ---------- State or other jurisdiction of (IRS Employer incorporation or organization Identification Number) 340 North Sam Houston Parkway East, Suite 250, Houston, Texas, 77060 Tel: (281) 445-0020 Securities registered pursuant to Section 12(b) of the act: NONE Securities registered pursuant to Section 12(g) of the Act: COMMON STOCK, PAR VALUE $0.00005 PER SHARE ------------------------------------------ (Title of Class) 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 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[ ] Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (Section 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X] Page 1 2 The aggregate market value of the voting stock held by non-affiliates of the registrant based on the average bid and asked price of the stock on December 31, 1999 was $20,992,488. (APPLICABLE ONLY TO CORPORATE REGISTRANTS) Indicate the number of shares outstanding of each of registrant's classes of common stock, as of the latest practicable date.
CLASS NUMBER OF SHARES OUTSTANDING ON: ----- -------------------------------- Common Stock DECEMBER 31, 1999 par value $0.00005 ----------------- 51,680,179 Convertible Preferred Stock par value $0.001 5,000,000
DOCUMENTS INCORPORATED BY REFERENCE: NONE Page 2 3 PART I ITEM 1. BUSINESS The company is in its developmental stages and has not yet become operational. At the present time the company is engaging in research and development, specializing in new energy technologies and related new product design and development. ITEM 2. PROPERTIES. The Company executed a license agreement with Clark University for the exclusive use of their patented technology in certain industries. The Company will pay a royalty to Clark University on products sold as a result of using the technology. ITEM 3. LEGAL PROCEEDINGS. None. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. None. Page 3 4 PART II ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS. a) Market Information. (1) (i) The principal United States market in which the registrant's common stock has been traded is the NASD Over the Counter (OTC) Bulletin Board. The registrant's common stock began trading in August, 1993. Through the third and fourth quarters of 1993 the high sales price was $4.00 and the low sales price was $1.00. The Company's Common stock was suspended from trading in the First Quarter of 1994 due to delinquencies in certain filings. Having become current with respect to its filings, the Company sought a market maker which would reapply to the NASD to trade to Company's stock. The Company secured the services of Public Securities, Inc., Spokane, Washington, in providing market making services for the stock. Through the direct efforts of Public Securities, the NASD approved ReDOX Technology Corporation Common stock for reinstatement and listing under the symbol "RDOX" as of May 10, 1995. (ii) Since reinstatement of trading status in May 1995, the Company's stock under the symbol "RDOX", has experienced sales of stock at a high of $1.1875 and a low of $0.2969 per share through December 1999. On December 31, 1999, the stock closed at $0.4068. ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION. As previously reported, this corporation is in developmental stages and has not yet become operational or conducted any business so as to become an income producing entity. The corporation continues to utilize capital borrowed from its principal shareholder, said capital's recognition as debt or equity contribution being negotiated as provided. Any such debt is covered by an unsecured Promissory Note, bearing interest at the rate of six percent (6%) per annum. The principal and interest on the Note is due and payable upon vote of the Directors that payment will not jeopardize the working capital of the corporation, or five (5) years from date of the Note, or whichever occurs earlier. As of December 31, 1998 this debt has been converted to additional Paid-in Capital. Through December 31, 1999 the corporation had utilized capital borrowed from its principal shareholder, Richard A. Szymanski. The amount borrowed by the corporation through December 31, 1994 was $186,023, which included principal and interest. Mr. Szymanski, as per an agreement with the corporation, provided for that entire amount to be contributed as Additional Paid-in Capital increasing the total Additional Paid-in Capital balance to $275,026, through December 31, 1994. Through December 31, 1996 an additional $33,212 was provided by Mr. Szymanski as operating capital and converted to Additional Paid-in Capital bringing the balance up to $308,238. During 1996 an additional $80,636 was provided Mr. Szymanski bringing the balance up to $393,922. During 1997, Mr. Szymanski provided $89,487 of operating capital and converted to Paid-in Capital, bringing the balance to $483,409. During 1998, Mr. Szymanski provided $173,662 of operating capital and was converted to paid-in capital, bringing the total to $657,071. During 1999, Mr. Szymanski provided $238,681 in working capital bringing the total to $895,568. Page 4 5 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA. Registrants financial condition has not changed materially from December 31, 1998 to date herewith provided. To the extent that the Company has incurred continuing expenses without any revenues having been generated, shareholder's equity would have suffered proportionately had it not been for the continuing infusion of capital from the Company director Richard Szymanski. Because the absence of revenues and the inability thus far to raise the capital necessary to commence manufacturing operations, there are no assurances that the Company will be able to fully carry out its plans, and continue as a going concern. See Exhibit 3. ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE. None. Page 5 6 PART III ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT. (a) (b) Directors and Officers: Identification of Directors and Officers. The members of the Board of Directors of the company are elected by the shareholders at each annual meeting for a one year term. Officers are elected by the Directors at each annual meeting for a one year term, or until otherwise replaced by the Board of Directors. The following table sets forth certain information with respect to the Officers and Directors of the company.
=============================== ========= =================================== ============= ========================== NAME AGE OTHER OFFICE HELD TERM PERIOD SERVED =============================== ========= =================================== ============= ========================== Richard Szymanski 58 President/Director 1 Year 84 Months - ------------------------------- --------- ----------------------------------- ------------- -------------------------- Secretary/Treasurer Clifton D. Douglas 78 Director 1 Year 36 Months - ------------------------------- --------- ----------------------------------- ------------- -------------------------- James R. Schuler 60 Director 1 Year 16 Months - ------------------------------- --------- ----------------------------------- ------------- -------------------------- Clifford A. Jones 87 /Director 1 Year 79 Months =============================== ========= =================================== ============= ==========================
c) Identification of Certain Significant Employees. None. d) Family Relationships of All Officers and Directors. None. e) Business Experience of All Officers and Directors. 1) Background during last 5 years. Ruchard A. Szymanski served as an executive officer and Director of the corporation since April 1993. Mr Szymanski has over 28 years experience in pioneering the use of computers for printing, publishing, typesetting and layout; supervising the writing, illustration, publishing and photography of major world events; and more recently the development and improvement of high density power sources. Clifton D. Douglas has served as Secretary/Treasurer and Director since July 1996. Mr. Douglas has previously been the Chief Financial Officer of Tesoro Distributing Company, Diamond M Drilling, Oil Base Inc., all of which were oilfield related. In the most recent years he has been self-employed as a financial consultant. In addition he has ownership in several oilfield supply companies. Clifford A. Jones has served as Secretary and Director of the Corporation since April, 1993. Mr. Jones was the founder and Senior Partner of the firm of Jones, Close and Brown, Chartered Attorney-at-Law, in Las Vegas, Nevada, where he has been practicing law for the past 38 years. Mr. Jones served as Lieutenant Governor of the State of Nevada for two consecutive terms. He is listed in "Who's Who in American Law" and "Who's Who in the World". Page 6 7 Mr. James R. Schuler has served as a Director of the corporation since August 4, 1998. Mr. Schuler is currently President and CEO of Trans United Partners, Inc. of Pacifica, California. Mr. Schuler has extensive domestic and international business and exposure. He has extensive experience in business, finance, and integrated logistics. (2) Directorships. (a) Clifford A. Jones also serves as a Director of the following public corporation: (i) 18 Greenway Environmental Services, Inc. (f) Involvement in Certain Legal Proceedings. None. (g) Promoters and Control Persons. None. ITEM 11. EXECUTIVE COMPENSATION. None ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT. (a) Certain Beneficial Owners.
======================= ============================== =============================== =============================== (3) Amount Nature (1) Title of (2) Name and Address of Beneficial (4) Percent Class of Beneficial Owner Ownership of Class - ----------------------- ------------------------------ ------------------------------- ------------------------------- Common Stock Richard Alan Szymanski 29.3% Trust #1 15,144,900 shares 15 White Oak Manor Conroe, Texas 77304 - ----------------------- ------------------------------ ------------------------------- ------------------------------- Preferred Stock Richard Alan Szymanski 5,000,000 Trust #1 50% 15 White Oak Manor Conroe, Texas 77304 ======================= ============================== =============================== ===============================
(b) Security Ownership of Management.
=============================== ============================ ================================ ======================== (3) Amount Nature (1) Title of Class (2) Name of of Beneficial (4) Percent of Beneficial Owner Ownership Class - ------------------------------- ---------------------------- -------------------------------- ------------------------ Common Stock Richard Alan Szymanski 15,144,900 Shares 29.3% Trust #1 - ------------------------------- ---------------------------- -------------------------------- ------------------------ Preferred Stock Richard Alan Szymanski 5,000,000 50% Trust #1 - ------------------------------- ---------------------------- -------------------------------- ------------------------ Common Stock Clifton D. Douglas 500,000 Shares 1.00% - ------------------------------- ---------------------------- -------------------------------- ------------------------ Common Stock Clifford A. Jones 1,000,000 Shares 2.00% =============================== ============================ ================================ ======================== Note: As a group, the officers and directors beneficially own approximately 16,644,900 Shares.
Changes in Control. None. Page 7 8 PART IV ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K. (a) The following documents are filed as a part of the report: (1) Articles of Incorporation of DCUSA Corporation (2) Financial Statements (b) Exhibits: (1) Articles of Incorporation of DCUSA Corporation (Exhibit 3.i) Page 8 9 [WANT & ENDER LETTERHEAD] INDEPENDENT AUDITOR'S REPORT To the Shareholders and Board of Directors: REDOX TECHNOLOGY CORPORATION We have audited the accompanying balance sheet of REDOX TECHNOLOGY CORPORATION at December 31, 1999 and the related Statements of income and retained earnings, stockholders' equity and cash flows for the year then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit. We have conducted our audit in accordance with generally accepted auditing standards. These standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit also includes examining on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe our audit provides a reasonable basis for our opinion. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has not yet begun operations, and as such, sustained recurring losses. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of REDOX TECHNOLOGY CORPORATION at December 31, 1999, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. /s/ MARTIN ENDER Martin Ender Want & Ender CPA, P.C. Certified Public Accountants New York, NY March 7, 2000 F-1 10 REDOX TECHNOLOGY CORPORATION (Formerly Dcusa Corporation) Balance Sheet December 31, 1999
ASSETS CURRENT ASSETS Cash on Hand $ 3,233 --------- Total Current Assets 3,233 FIXED ASSETS (SEE NOTE 3) Net Fixed Assets 18,928 --------- Total Fixed Assets 18,928 OTHER ASSETS License Agreement (See note 12) 50,000 Patent (See notes 4 and 9) 1,500 Security Deposits 1,159 Goodwill (See note 5) 50,000 Organization Costs 250 (Net of accumulated amortization $500) --------- Total Other Assets 102,909 --------- TOTAL ASSETS $ 125,070 ========= LIABILITIES AND STOCKHOLDERS' EQUITY LIABILITIES Accounts Payable 15,147 STOCKHOLDERS' EQUITY Common Stock, par value $.00005 per share $ 3,285 100,000,000 authorized; 51,680,179 issued and outstanding (See note 6 and 11) Convertible Preferred Stock, par value $.001 5,000 10,000,000 authorized;5,000,000 issued and outstanding (See note 11) Additional Paid in Capital (See notes 6 and 11) 973,545 Accumulated Deficit (871,907) --------- Total Stockholders' Equity 109,923 --------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 125,070 =========
See accompanying notes to financial statements F-2 11 REDOX TECHNOLOGY CORPORATION (Formerly Dcusa Corporation) Statement of Income and Retained Earnings For the year ended December 31, 1999
INCOME: Total Revenues $ 0 EXPENSES: Auto Expense 3,652 Office Expenses 9,076 Professional Fees 50,864 Rent 25,622 Telephone Expenses 17,639 Travel 150,959 Miscellaneous Tax 2,368 Public Relations 8,174 Royalty Fee 35,000 Auto Leasing 16,383 Depreciation 7,200 --------- Total Expenses (326,937) --------- NET INCOME/(LOSS) FOR THE YEAR (326,937) ACCUMULATED DEFICIT JAN 1, 1999 (544,970) --------- ACCUMULATED DEFICIT DECEMBER 31, 1999 (871,907) =========
See accompanying notes to financial F-3 12 REDOX TECHNOLOGY CORPORATION (Formerly Dcusa Corporation) Statement of Stockholders' Equity December 31, 1999 Common Stock $.00005 par value Authorized 100,000,000 Shares Issued 45,700,000 Shares $ 3,285 Preferred Stock Issued 5,000,000 5,000 Additional paid in capital 652,009 Accumulated Deficit (544,970) --------- Stockholders Equity as of January 1, 1999 115,324 Additional paid in capital (See note 6) 321,536 Net profit/(loss) for the period January 1, 1999 to December 31, 1999 (326,937) --------- Stockholders' Equity as of December 31, 1999 $ 109,923 =========
See accompanying notes to financial statements F-4 13 REDOX TECHNOLOGY CORPORATION Statement of Cash Flows For the Period Ended December 31, 1999
Current Year 12-31-99 ------------ Cash Flows from Operating Activities Net Income $ (326,937) Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities: Depreciation and Amortization 1,800 Increase (Decrease) in Accounts Payables 9,459 ------------ Total Adjustments 11,259 ------------ Net cash Provided (Used) By Operating Activities $ (315,678) ------------ Cash Flows from Investing Activities Cash Payments for the Purchase of Property (2,811) ------------ Net Cash Provided (Used) By Investing Activities (2,811) ------------ Cash Flows from Financing Activities Proceeds from Additional Paid In Capital 321,536 ------------ Net Cash Provided (Used) By Financing Activities 321,536 ------------ Net Increase (Decrease) in Cash 3,047 Cash at Beginning of Period 186 ------------ Cash at End of Period $ 3,233 ============
See accompanying notes to financial statements F-5 14 REDOX TECHNOLOGY CORPORATION (Formerly Dcusa Corporation) Notes to financial statements December 32, 1999 NOTE 1. NATURE OF BUSINESS Redox Technology Corporation, was incorporated on April 25, 1988, under the laws of the State of Delaware. The original name of the corporation was Dcusa Corporation. Dcusa Management referred to the company as a "blind pool" or "blank check" company. Its Primary business was to obtain an acquisition and/or merger transaction whereby its stockholders' would benefit. On June 1, 1993 the name of the corporation was changed to Redox Technology Corporation. During 1993, the Company acquired a pending patent and all rights thereto which Redox management intends to develop for commercial purposes. NOTE 2. SIGNIFICANT ACCOUNTING POLICIES INCOME TAXES: The Company is currently operating at a loss. It has therefore not provided for income taxes. ORGANIZATION COSTS: The Company has capitalized the costs of organization and registration of its securities. Amortization is computed on a straight-line basis over sixty months commencing April 25, 1988. The company is no longer amortizing its organizational costs. These costs will be written off at such time that it may be determined that the company has been unsuccessful in its efforts to attract a suitable partner. NOTE 3. FIXED ASSETS In January 1994, the Company received furniture and office equipment from Mr. Richard Szymanski as part of a Sale Contract and Bulk Transfer Agreement between Mr. Szymanski and the Company. The assets have been recorded in the books at their fair market value of $25,000. NOTE 4. PATENT ACQUISITION On April 9, 1993 the Company acquired all interest in a U.S. Patent Pending application titled "EMERGENCY RESERVE BATTERY." It involves high density energy technology to enhance battery cells. The rights to the patent pending were acquired in exchange for fifteen million (15,000,000) shares of par value .0001 per share, with actual value of the intellectual of the intellectual property so acquired to be determined by an independent agency. For purpose of financial statement, the value is shown as $1,500. Management decided to record the property on the books at the aggregate par value $1,500. The value of this property is computed at $5,200,000. This value has been determined by Battelle Memorial Institute which is an independent valuation agency. On August 18, 1997, Redox executed an exclusive agreement with Clark University, an option to elect a royalty bearing, limited terms, license to the Patent Rights in the novel Aluminum Sulfur Battery developed by Stuart Licht at Clark University. F-6 15 REDOX TECHNOLOGY CORPORATION (Formerly Dcusa Corporation) Notes to Financial Statements (Continued) December 31, 1998 Such exclusivity to apply to the electronics industry and for space applications. The company paid twenty thousand dollars ($20,000) for the exclusive use of these patents for the electronics and space application. The company will pay a royalty to Clark University on products sold as a result of using the technology. NOTE 5. GOODWILL This represents amounts originally paid for the acquisition of Dcusa Corporation by Richard Szymanski. This is reflected on the books as Additional Paid-in Capital. NOTE 6. COMMON STOCK On April 9, 1993, the number of outstanding shares of the Company's Common Stock was increased by fifteen million (15,000,000) shares. Theme fifteen million (15,000,000) shares were issued to Richard A. Szymanski in exchange or assignment of all rights to the pending patent application (See note 4 above). On July 1, 1999, the Board of Directors approved issued a stock option to purchase 1,000,000 shares to C.D. Douglas, said option to be exercised by July 1, 1998. Said option was exercised by Mr. Douglas. NOTE 7. ADDITIONAL PAID IN CAPITAL. The cost of furniture and equipment acquired during the year was $0. (See note 3). The fair market value has been determined at $25,000. The corporation has decided to record the asset in the books at the fair market value. The difference between the acquisition cost and the fair market value has therefore been transferred to additional paid in capital. As of March 31, 1994, the corporation was utilizing capital borrowed from its principal shareholder, Richard A. Szymanski. The prinicipal and interest due on the note as of December 31, 1993 was $88,358, and the principal and the principal and interest due as of March 31,1994 was $120,539 there having been an additional $32,181 accrued during the first quarter 1994. As per an agreement with Mr. Szymanski, the entire balance due to him was converted to Additional Paid-in Capital. For all of 1994, that amount was $l86,023 there has been $153,842 directly posted to Additional Paid-in Capital during the second, third, and fourth quarters of 1994, in addition to the $32,181 transferred thereto from the first quarter of 1994. During 1995 an additional $33,212 has been contributed to Additional Paid-in Capital by Richard A. Szymanski. During 1996 an additional amount of $80,636 has been contributed to Additional Paid-in Capital by Richard Szymanski. For the year ending December 31, 1997 an additional amount of $89,457 has been contributed by Richard Szymanski. For the year ending December 31, 1998 an additional amount of $173,662 has been contributed by the same party. For the year ending December 31, 1999 an additional amount of $321,536 has been contributed by the same party. F-7 16 REDOX TECHNOLOGY CORPORATION (Formerly Dcusa Corporation) Notes to Financial Statements (Continued) December 32, 1998 NOTE 8. CHANGE OF FISCAL YEAR On June 16, 1993, the Board of Director. approved the change of fiscal year of the corporation from beginning on June 1 and ending on May 31, to beginning on January 1 and ending December 31. NOTE 9. ALTERATIONS TO PREVIOUS FINANCIAL STATEMENTS FOR THE SAME PERIOD The original audited balance sheet as at March 31, 1994 recognized the patent at its fair market. value of $5,200,000 (see Note 4), with the corresponding value assigned to Additional Paid-in Capital. Management decided to revise the March 31, 1994 financial statement to recognize the patent's value at $1,500, with corresponding value assigned to Additional Paid-in Capital. NOTE 10. GOING CONCERN The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. Because the Company has not yet commenced operations, it is entirely dependent upon the continued contributions of capital and other resources provided by its principals until such time as sufficient capital can be raised from other sources (e.g. from the sale of the Company's authorized but unissued Common stock) to commence production for sale of its products. Therefore, the assumption that the Company is a going concern, is entirely determined upon the uncertain ability of the company to raise capital in such an amount as would ha necessary to commence operations and produce sufficient cash flow therefrom to survive. NOTE 11. ADJUSTMENTS TO STOCKHOLDERS' EQUITY ENTRIES The sum of Fifteen Dollars ($l5.00) has been transferred from Additional Paid-In Capital to Common Stock at Par Value. This has been done to reflect the par value of all of the Company's Common Stock outstanding. The sum of six thousand dollars ($6,000) has been transferred from Additional Paid-in Capital to Preferred Stock. This has been done to reflect the par value of all of the company's Preferred Stock outstanding. Note 12. LICENSE AGREEMENT The company executed a license agreement with Clark University for the exclusive use of their patented technology in certain industries. The Company paid fifty thousand dollars ($50,000) for the use of this technology and will pay a royalty to Clark University on products sold as a result of using the technology. F-8 17 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Security Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. REDOX TECHNOLOGY CORPORATION By: /s/ Richard A. Szymanski ------------------------------------------- Richard A. Szymanski / President / Director Date: March 15.2000 -------------- Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the registrant in the capacities and on the dates indicated. By: /s/ Clifton D. Douglas ------------------------------------------- Clifton D. Douglas/Director Date: March 15, 2000 --------------- By: /s/Clifford A. Jones ------------------------------------------- Clifford A. Jones/Director Date: March 15, 2000 --------------- Page 9 18 EXHIBITS INDEX The Exhibits referred to herein and attached hereto are more particularly described below. In addition, certain other Exhibits have been attached hereto, as supplementary information, which may assist in further understanding of the overall information presented. DESCRIPTION OF EXHIBITS (SUPPLEMENTAL OR OTHERWISE) SUBMITTED
EXHIBIT NO. DESCRIPTION OF EXHIBIT - ----------- ---------------------- 3.i Articles of Incorporation of DCUSA Corporation 27 Financial Data Schedule
Page 10 EX-3.I 2 ARTICLES OF INCORPORATION OF DCUSA CORPORATION 1 EXHIBIT 3.i CERTIFICATE OF INCORPORATION OF DCUSA CORPORATION * * * * * 1. The name of the corporation is DCUSA CORPORATION. 2. The address of its registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, in the City of Wilmington, County of New Castle. The name of its registered agent at such address is The Corporation Trust Company. 3. The nature of the business or purpose to be conducted or promoted is: To engage in any lawful act or activity for which corporations may be organized under the General Corporation Law of Delaware. 4. The total number of shares of stock which the corporation shall have authority to issue is Twenty-five million shares (25,000,000) and the par value of each such shares is One The Thousandth of a Dollar ($.0001) amounting in the aggregate to Two Thousand Five Hundred Dollars ($2,500). 2 5. The name and mailing address of each incorporator is as follows: NAME MAILING ADDRESS ---- --------------- L. J. Vitalo Corporation Trust Center 1209 Orange Street Wilmington, Delaware 19801 J. A. Grodzicki Corporation Trust Center 1209 Orange Street Wilmington, Delaware 19801 D. A Hampton Corporation Trust Center 1209 Orange Street Wilmington, Delaware 19801 6. The corporation is to have perpetual existence. 7. In furtherance and not in limitation of the powers conferred by statute, the board of directors is expressly authorized: To make, alter or repeal the by-laws of the corporation. 8. Elections of directors need not be by written ballot unless the by-laws of the corporation shall so provide. Meetings of stockholders may be held within or without the State of Delaware, as the by-laws may provide. The books of the corporation may be kept (subject to any provision contained in the statues) outside the State of Delaware at such a place or places as may be designated from time to time by the board of directors or in the by-laws of the corporation. 9. The corporation shall indemnify its officers, directors, employees and agents to the extent permitted by the General Corporation Law of Delaware. 10. The corporation reserves the right to amend, alter, change or repeal any provision contained in this certificate of incorporation, in the manner now or hereafter prescribed by statute, and all rights conferred upon stockholders herein are granted subject to this reservation. 2 3 WE, THE UNDERSIGNED, being each of the incorporators hereinbefore named, for the purpose of forming a corporation pursuant to the General Corporation Law of the State of Delaware, do make this certificate, hereby declaring and certifying that this is our act and deed and the facts herein stated are true, and accordingly have hereunto set our hands this 25th day of April, 1988 L. J. Vitalo --------------------- L. J. Vitalo J. A. Grodzicki --------------------- J. A. Grodzicki D. A. Hampton --------------------- D. A. Hampton 3 4 Received for Record April 26th, A.D. 1988 William M. Honey, Recorder. STATE OF DELAWARE.: : SS.: NEW CASTLE COUNTY.: Recorded in the Recorder's Office at Wilmington, Vol. Page &c., the 26th day of April, A. D. 1988. Witness my hand and official seal William M. Honey Recorders. =================== Recorders Office New Castle Co. Del. Mercy Justice =================== 4 EX-27 3 FINANCIAL DATA SCHEDULE
5 YEAR DEC-31-1999 JAN-01-1999 DEC-31-1999 3,233 0 0 0 0 3,233 157,895 (36,058) 125,070 15,147 0 5,000 0 3,285 116,785 125,070 0 0 0 0 326,937 0 0 (326,937) 0 0 0 0 0 (326,937) 0 0
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