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 (Date of earliest event reported): August 19, 2016

IONIX TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
 
Nevada
000-54485
45-0713638
(State of other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)
 
 
245 East Liberty Street, Suite 200
Reno, Nevada 89501
(Address of principal executive office)

1-702-475-5906
(Registrant's telephone number, including area code)


(Former name, former address and former fiscal year, 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 ( see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))
 
 
 
 
 
Item 1.01 Entry into a Material Definitive Agreement.

Manufacturing Agreement – Xinyu

On August 19, 2016, Xinyu (as defined in Section 8.01 below), the Company’s indirect, wholly-owned subsidiary, entered into a manufacturing agreement with Jiangxi Huanming Technology Limited Company (“Jiangxi”) whereby Jiangxi would manufacture and produce lithium batteries for Xinyu on an as-needed basis, pursuant to Xinyu’s instructions and specifications, for 0.9 Renminbi per unit (the “Jiangxi Agreement”).

The disclosures contained herein do not purport to disclose all of the terms of the Jiangxi Agreement, and thus, the Jiangxi Agreement is attached hereto in its entirety as Exhibit 10.1 and incorporated by reference herein.

Item 2.01 Completion of Acquisition or Disposition.

Share Transfer Agreement – Taizhou; Sale of Taizhou

On August 19, 2016, Well Best International Investment Limited, a limited liability company formed under the laws of Hong Kong Special Administrative Region (“Well Best”) and a wholly-owned subsidiary of Ionix Technology, Inc. (the “Company”), entered into a share transfer agreement (the “Share Transfer Agreement”) whereby Well Best sold 100% of its equity interest in Taizhou Ionix Technology Company Limited (“Taizhou”), to Mr. GuoEn Li, the sole director and officer of Taizhou for   30,000 Chinese Yuan (the “Sale”). Well Best was the sole shareholder of Taizhou.

The Company’s board of directors (the “Board”) approved and authorized the Sale, and instructed Well Best to enter into and execute the Share Transfer Agreement due to the fact that the Company believed that Taizhou’s manufacturing contract with Taizhou Jiunuojie Electronic Technology Limited to produce lithium batteries was not beneficial to the Company. As a result of the Sale, (i) Taizhou is no longer an indirect, wholly-owned subsidiary of the Company, and (ii) Mr. Li is no longer affiliated with the Company.

The disclosures contained herein do not purport to disclose all of the terms of the Share Transfer Agreement, and thus, the Share Transfer Agreement is attached hereto in its entirety as Exhibit 10.2 and incorporated by reference herein.

Item 8.01 Other Events.

Establishment of Xinyu Ionix Technology Limited Company

On August 19, 2016, Well Best became the sole shareholder of Xinyu Ionix Technology Company Limited (“Xinyu”), a company formed under the laws of China. As a result, Xinyu is an indirect, wholly-owned subsidiary of the Company. Xinyu will focus on developing and designing lithium batteries as well as to act as an investment company that may acquire other businesses located in China.

Item 9.01 Financial Statements and Exhibits.

(b) Pro Forma Financial Information .

The pro forma financial information relating to the disposition of Taizhou is filed as Exhibit 99.1 hereto.

(d) Exhibits .
 
Exhibit No.      
Description
   
10.1
Manufacturing Agreement, dated as of August 19, 2016, by and between Jiangxi Huanming Technology Limited Company and Xinyu Ionix Technology Company Limited.
   
10.2
Share Transfer Agreement, dated as of August 19, 2016, by and between GuoEn Li and Well Best International Investment Limited
   
99.1
Ionix Technology, Inc. Unaudited Pro Forma Condensed Consolidated Financial Information
 
 
 
 
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 hereunto duly authorized.


 
IONIX TECHNOLOGY, INC.
 
 
 
 
 
 
 
 
 
 
 
 
 
Dated: August 24, 2016
By:
/s/  Doris Zhou
 
 
 
Doris Zhou
 
 
 
Duly Authorized Officer, Chief Executive Officer
 



Exhibit 10.1

Processing contract

Party A (Contractor): Jiangxi Huanming Technology Limited Company
Party B (Customer): Xinyu Ionix Technology Company Limited
Regarding the processing of lithium batteries, based on the principles of equality and mutual benefit, Party A and Party B agree as follows:
1. Production notification: Based on their own needs, Party B shall notify Party A in ahead of time the battery specifications, and quantity for production.
2. Unit price of goods: Party B pay RMB 0.9/ unit (VAT inclusive) to Part A. Party A issue VAT invoice to Party B in a timely manner.
3. Quality of goods: To process according to Party A’s standards.
4. Payment terms: Both parties shall reconcile on every 20 th each month, Party A shall, according to the orders from Party B during the month and the delivery document, summarize and issue the statement of account. Party B shall actively cooperate with the checking of statement and must complete the work within 5 days. The results of reconciliation shall be a basis for settlement. (For reconciliation by fax, confirmation shall be required afterwards.) Payment shall be made in the following month.
5. Delivery:
1. Upon receiving production orders from Party B, Party A shall timely process the production and deliver upon completion. Party A shall deliver the finished goods to the designated company warehouse, Party B shall appoint a designated person to sign for the goods. Goods receipt quantity, unit price, total amount, etc. should be clearly stated on the delivery note. By mutual agreement, the place and mode of delivery can be modified.
2. Place of delivery shall be designated by Party B, and disclosed on each order. Party B shall specify the list of consignees (seal by Party B). If the designated consignee have to be changed, the statement of change shall be sent to Party A in advance.
6. Acceptance and opposition period:
1. At the time of receipt of the goods, Party B should carry out a comprehensive check and acceptance of the quantity, quality, packaging, etc. If there was no objection, confirmation shall be signed by the designated consignee;
2. The opposition period is 7 days after the acceptance of the goods. If Party B does not give written notice to Party A for any objection during the opposition period, the goods would be deemed as checked and agreed in accordance with this contract.
 
 

 
 
7.
Breach and responsibilities:
1. If Party A deliver the good late, each day overdue shall be fined at 5% of the value of overdue good for the breach;
2. If Party B pay late, each day overdue shall be fined at 5% of the overdue balance for the breach;
3. If Party B delay its payment for more than ten days or the cheque issued by Party B is unable to present, Party A may unilaterally terminate this contract and claim Party B for a double penalty (i.e. 10% each day).
8. Dispute
Disputes arising from the performance of this contract shall be settled by both parties through friendly consultations and negotiation. If negotiation fails, both parties agreed to be resolved by the Taizhou Jiangyan District People's Court.
9. Contract period: This contract is effective from 19 August 2016 to 31 December 2016 .
10. Others:
1. This contract shall be effective upon signed by both parties.
2. This contract in duplicate, each party holds one copy which has the same legal force.
3. Copy of duplicate of business license, production orders, delivery notes, copy of ID card of the consignee as designated by Party B, etc. as an annex to this contract.

Party A: Jiangxi Huanming Technology Limited Company
Address: City East Industrial Park, Fenyi County, Xinyu, Jiangxi
Phone:18279066999
Attn:    Hao Ni
Signature: /s/ Hao Ni

Party B : Xinyu Ionix Technology Company Limited
Address: City East Industrial Park, Fenyi County, Xinyu, Jiangxi
Phone:18879080718
Attn: Zhengfu Nan
Signature: /s/ Zhengfu Nan

Date: August 19, 2016
 
 
2
Exhibit 10.2

Share Transfer Agreement

Party A (The Assignee): GuoEnLi, ID Number: 610431196511030514
Party B (The Assignor): Well Best International Investment Limited

According to the China Company Law, the Party A and Party B agrees to the below,

1. Party B agrees to transfer the entire shareholdings in Taizhou Ionix Technology Company Limited to Party A (Mr. GuoEn Li).
2. The consideration of the transfer is agreed at Chinese Yuan ¥ 30,000. (The amounts need to be transfer three working days after signing of the agreement.)
3. After the effectiveness of this share transfer agreement, Party A will be responsible for all the foreign economic contracts, business, credit, debt (but not limited to any mortgages, encumbrances, liens and other security rights) relating to Taizhou Ionix Technology Company Limited. Party B shall not bear all the legal responsibility and economic disputes and the consequences arising therefrom.
4. Party B should be in full cooperation in carrying out the transfer legal tile until the end of the completed transfer process.
5. Mutual agreement on the transfer date: before August 19, 2016.

Party A (The Assignee): GuoEnLi
 
Party B (The Assignor):Well Best
   
International Investment Limited
     
     
Signature: /s/ GuoEn Li
 
Signature: /s/ QingChun Yang
Date: August 19, 2016.
 
Date: August 19, 2016.
 
 
 
Exhibit 99.1

IONIX TECHNOLOGY, INC.
UNAUDITED PRO FORMA CONDENSED
CONSOLIDATED FINANCIAL INFORMATION

The following unaudited pro forma condensed consolidated financial information and explanatory notes present the historical condensed consolidated balance sheet for Ionix Technology, Inc. (“Ionix”) as of June 30, 2016, and the historical condensed consolidated statement of income (loss) for Ionix for the year ended June 30, 2016, along with the unaudited pro forma condensed consolidated balance sheet for Ionix as of June 30, 2016, and the unaudited pro forma condensed consolidated statement of income (loss) for Ionix for the year ended June 30, 2016. Consistent with the requirements of Article 11 of Regulation S-X, the historical condensed consolidated statement of income (loss) has been presented on a continuing operations basis. 
 
The pro forma condensed consolidated financial statements give effect to the pro forma adjustments relating to the sale of the lithium batteries processing business to Mr. GuoEn Li completed on August 19, 2016. The unaudited pro forma condensed consolidated balance sheet as of June 30, 2016, assumes the sale occurred on June 30, 2016.  The unaudited pro forma condensed consolidated statement of income (loss) for the year ended June 30, 2016, was prepared assuming the sale took place on July 1, 2015.  As a result, the actual pro forma impact to our condensed consolidated balance sheet will differ based upon the balances of the assets and liabilities outstanding and the cash proceeds allocated to Ionix at the time the transaction was completed.
 
The unaudited pro forma condensed consolidated financial information is presented for illustrative purposes only and does not necessarily indicate what the results of operations or financial position would have been had the pro forma adjustments occurred on the dates referred to above or purport to be indicative of the future results of operations or financial position of Ionix.
 
 
 
 
Ionix Technology, Inc.
Pro Forma Condensed Consolidated Balance Sheet
At June 30, 2016
(Unaudited)
 
   
Historical
Ionix
   
Pro Forma
Adjustments
   
Ionix
Pro Forma
 
       
Assets
                 
Cash
  $ 269,225     $ (209,467 )   $ 59,758  
Account and other receivables
    1,584,671       (1,584,568 )     103  
Inventory
    96,816       (96,816 )     -  
Assets of discontinued operations
    -       1,890,851       1,890,851  
Total assets
  $ 1,950,712     $ -     $ 1,950,712  
                         
Liabilities
                       
Account and other payable
  $ 1,926,933     $ (1,889,193 )   $ 37,740  
Accrued expenses
    10,011       (2,511 )     7,500  
Due to director
    15,771       -       15,771  
Liabilities of discontinued operations
    -       1,891,704       1,891,704  
Total liabilities
    1,952,715       -       1,952,715  
                         
Shareholders’ equity
                       
Preferred stock
    50,000       -       50,000  
Common stock
    3,300       -       3,300  
Additional paid-in capital
    10,261       -       10,261  
Accumulated deficit
    (65,564 )     -       (65,564 )
Total shareholders’ equity
    (2,003 )     -       (2,003 )
Total liabilities and shareholders’ equity
  $ 1,950,712     $ -     $ 1,950,712  
 
 
 
See Notes to the Unaudited Pro Forma Condensed Consolidated Financial Information.
 
 
 
 
Ionix Technology, Inc.
Pro Forma Condensed Consolidated Statement of Income (Loss)
Year Ended June 30, 2016
(Unaudited)
 
 
 
Historical
Ionix
   
Other
Adjustments
   
Ionix
Pro Forma
 
 
 
(in USD)
 
Revenues
 
$
1,799,149
   
$
(1,799,149
)
 
$
-
 
Cost of revenues
   
1,673,276
     
(1,673,276
)
   
-
 
Gross profit
   
125,873
     
(125,873
)
   
-
 
 
                       
Operating income (expenses)
   
(29,057
)
   
100,344
     
71,287
 
Net Income (loss) before provision for income taxes
   
96,816
     
(25,529
)
   
71,287
 
Taxation
   
24,676
     
(24,676
)
   
-
 
Net Income (loss) from continuing operations
 
$
72,140
   
$
(853
)
 
$
71,287
 

 
 
See Notes to the Unaudited Pro Forma Condensed Consolidated Financial Information.
 
 
 
 
IONIX TECHNOLOGY, INC.
NOTES TO UNAUDITED CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
 
Note 1: Basis of Presentation
 
The unaudited pro forma condensed consolidated financial information reflecting the sale of the lithium batteries processing business is based on the historical consolidated financial statements of Ionix adjusted to exclude the impact of the lithium batteries processing business as if it had been sold on July 1, 2015, for purposes of the unaudited pro forma condensed consolidated statement of income (loss) and at June 30, 2016, for purposes of the unaudited pro forma condensed consolidated balance sheet. The unaudited pro forma condensed consolidated financial information is presented for illustrative purposes only, and is not necessarily indicative of Ionix’s results of operations had the sale been consummated on July 1, 2015, or financial position had the sale been consummated as at June 30, 2016, nor is it necessarily indicative of the results of operations in future periods or the future financial position of Ionix.
 
Consistent with the requirements of Article 11 of Regulation S-X, the historical condensed consolidated statement of income (loss) has been presented on a continuing operations basis. The unaudited pro forma condensed financial information should be read in conjunction with the historical consolidated financial statements of Ionix.
 
Note 2: Use of Proceeds
 
Based on asset values at June 30, 2016, total consideration received as a result of this transaction would have been approximately $   4,800.