IONIX TECHNOLOGY, INC. (OTCMKTS:IINX) Files An 8-K Changes in Control of Registrant
Item 5.01
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Change in Control of Registrant.
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As previously reported on our current report on Form 8-K filed
with the Commission on April 10, 2017, incorporated herein by
reference, on April 7, 2017, Ben William Wong (Wong) and Yubao
Liu, an individual (Liu) entered into a Stock Purchase Agreement
(the Agreement) whereby Wong agreed to sell and Liu agreed to
purchase 5,000,000 shares of the Companys restricted preferred
stock, representing 100% of the total issued and outstanding
preferred stock (Company Preferred Stock). In consideration for
the Company Preferred Stock, Liu agreed to pay to Wong a total of
5,000,000 Chinese Yuan on or before April 30, 2017. The Agreement
closed on April 20, 2017 (the Closing)
with the Commission on April 10, 2017, incorporated herein by
reference, on April 7, 2017, Ben William Wong (Wong) and Yubao
Liu, an individual (Liu) entered into a Stock Purchase Agreement
(the Agreement) whereby Wong agreed to sell and Liu agreed to
purchase 5,000,000 shares of the Companys restricted preferred
stock, representing 100% of the total issued and outstanding
preferred stock (Company Preferred Stock). In consideration for
the Company Preferred Stock, Liu agreed to pay to Wong a total of
5,000,000 Chinese Yuan on or before April 30, 2017. The Agreement
closed on April 20, 2017 (the Closing)
Additionally, on April 5, 2017, Liu and Shining Glory Investments
Limited, a British Virgin Islands company (Shining Glory), of
which Wong is the sole officer and director, entered into a
purchase agreement whereby Liu acquired 1 ordinary common stock
share (the Shining Glory Share) representing approximately 100%
of Shining Glorys outstanding shares of common stock. In
consideration for the Shining Glory Share, Liu paid to Wong a
total of $1 USD and Wong resigned as a Director of Shining Glory.
Concurrently, Liu was appointed as the sole director of Shining
Glory. The agreement between Shining Glory and Liu closed on
April 20, 2017.
Limited, a British Virgin Islands company (Shining Glory), of
which Wong is the sole officer and director, entered into a
purchase agreement whereby Liu acquired 1 ordinary common stock
share (the Shining Glory Share) representing approximately 100%
of Shining Glorys outstanding shares of common stock. In
consideration for the Shining Glory Share, Liu paid to Wong a
total of $1 USD and Wong resigned as a Director of Shining Glory.
Concurrently, Liu was appointed as the sole director of Shining
Glory. The agreement between Shining Glory and Liu closed on
April 20, 2017.
Shining Glory is the beneficial owner of 29,846,000 shares of
restricted common stock (Company Common Stock) of Ionix
Technology, Inc. (the Company), representing 30.147% of the
Companys total issued and outstanding common stock, and at
Closing Liu became the beneficial owner of 5,000,000 shares of
the Companys Preferred Stock, representing 100% of the total
issued and outstanding preferred stock. As the holder of the
Company Preferred Stock, Liu has the right to 100 votes for each
share of Company Preferred Stock. Combining the votes associated
with the Company Common Stock with those associated with the
Company Preferred Stock means that Liu has over 50% voting
control of the Company. As a result of the Closing, an indirect
change in control of the Company occurred, and, Liu, as the sole
shareholder, officer and director of Shining Glory, has
dispositive voting control of the Company by virtue of Shining
Glorys ownership of the Company Common Stock and Lius ownership
of the Company Preferred Stock. There are no arrangements or
understandings among Wong and Liu or their associates with
respect to Company matters that require shareholders vote,
including, but not limited to, the election of officers or other
matters related to the Company.
restricted common stock (Company Common Stock) of Ionix
Technology, Inc. (the Company), representing 30.147% of the
Companys total issued and outstanding common stock, and at
Closing Liu became the beneficial owner of 5,000,000 shares of
the Companys Preferred Stock, representing 100% of the total
issued and outstanding preferred stock. As the holder of the
Company Preferred Stock, Liu has the right to 100 votes for each
share of Company Preferred Stock. Combining the votes associated
with the Company Common Stock with those associated with the
Company Preferred Stock means that Liu has over 50% voting
control of the Company. As a result of the Closing, an indirect
change in control of the Company occurred, and, Liu, as the sole
shareholder, officer and director of Shining Glory, has
dispositive voting control of the Company by virtue of Shining
Glorys ownership of the Company Common Stock and Lius ownership
of the Company Preferred Stock. There are no arrangements or
understandings among Wong and Liu or their associates with
respect to Company matters that require shareholders vote,
including, but not limited to, the election of officers or other
matters related to the Company.
The foregoing description of the Agreement is qualified by
reference to the complete terms of the agreements, a copy of
which was filed as Exhibit 10.1 to the Companys Current Report on
Form 8-K filed with the Commission on April 10, 2017, and
incorporated herein by reference.
reference to the complete terms of the agreements, a copy of
which was filed as Exhibit 10.1 to the Companys Current Report on
Form 8-K filed with the Commission on April 10, 2017, and
incorporated herein by reference.
Security Ownership of Certain Beneficial Owners and Management
The following table lists, as of April 20, 2017, the number of
shares of common stock that are beneficially owned by (i) each
person or entity known to the Company to be the beneficial owner
of more than 5% of the outstanding common stock; (ii) each
officer and director of the Company; and (iii) all officers and
directors as a group.
shares of common stock that are beneficially owned by (i) each
person or entity known to the Company to be the beneficial owner
of more than 5% of the outstanding common stock; (ii) each
officer and director of the Company; and (iii) all officers and
directors as a group.
The amounts and percentages of common stock beneficially owned
are reported on the basis of regulations of the SEC governing the
determination of beneficial ownership of securities. Under the
rules of the SEC, a person is deemed to be a beneficial owner of
a security if that person has or shares voting power, which
includes the power to vote or to direct the voting of such
security, or investment power, which includes the power to
dispose of or to direct the disposition of such security. A
person is also deemed to be a beneficial owner of any securities
of which that person has the right to acquire beneficial
ownership within 60 days. Under these rules more than one person
may be deemed a beneficial owner of the same securities and a
person may be deemed to be a beneficial owner of securities as to
which such person has no economic interest. Except as noted
below, each person has sole voting and investment power.
are reported on the basis of regulations of the SEC governing the
determination of beneficial ownership of securities. Under the
rules of the SEC, a person is deemed to be a beneficial owner of
a security if that person has or shares voting power, which
includes the power to vote or to direct the voting of such
security, or investment power, which includes the power to
dispose of or to direct the disposition of such security. A
person is also deemed to be a beneficial owner of any securities
of which that person has the right to acquire beneficial
ownership within 60 days. Under these rules more than one person
may be deemed a beneficial owner of the same securities and a
person may be deemed to be a beneficial owner of securities as to
which such person has no economic interest. Except as noted
below, each person has sole voting and investment power.
Unless otherwise indicated below, each beneficial owner named in
the table has sole voting and sole investment power with respect
to all shares beneficially owned, subject to community property
laws where applicable. The address of each beneficial owner is
Chengdong Industrial Park, Fenyi County, Xinyu City, Jiangxi
Province, China and the address of more than 5% of common stock
is detailed below.
the table has sole voting and sole investment power with respect
to all shares beneficially owned, subject to community property
laws where applicable. The address of each beneficial owner is
Chengdong Industrial Park, Fenyi County, Xinyu City, Jiangxi
Province, China and the address of more than 5% of common stock
is detailed below.
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Name and Address of Beneficial Owner,
Directors and Officers:
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Amount and Nature of Beneficial Ownership
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Percentage of Beneficial Ownership (1)
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Doris Zhou (2)
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0%
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Yue Kou(3)
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0.0%
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Qingchun Yang(4)
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0.0%
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Zhengfu Nan(5)
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0.0%
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Yun Yang(6)
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0.0%
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Youqian Deng(7)
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0.0%
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Xin Sui(8)
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0.0%
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All executive officers and directors as a group (7people)
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0.0%
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Beneficial Shareholders of Common Stock greater than 5%
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Shining Glory Investments Limited(9)
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29,846,000
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30.147%
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Yang Kan (10)
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7,600,000
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7.67%
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Beneficial Owners of Preferred Stock(1):
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Amount and Nature of Beneficial
Ownership
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Percentage of Beneficial
Ownership (1)
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Yubao Liu(9)
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5,000,000
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100%
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(1) Applicable percentage of ownership is based on 99,003,000
shares of common stock outstanding and 5,000,000 shares of
Preferred Stock issued and outstanding on April 20, 2017.
Percentage totals are calculated separately based on each class
of capital stock. Each share of Preferred Stock entitles the
holder to vote 100 shares of common stock; the Preferred Stock is
not convertible into common stock. Percentage ownership is
determined based on shares owned together with securities
exercisable or convertible into shares of common stock within 60
days of April 20, 2017, for each stockholder. Beneficial
ownership is determined in accordance with the rules of the SEC
and generally includes voting or investment power with respect to
securities. Shares of common stock subject to securities
exercisable or convertible into shares of common stock that are
currently exercisable or exercisable within 60 days of June 30,
2016, are deemed to be beneficially owned by the person holding
such securities for the purpose of computing the percentage of
ownership of such person, but are not treated as outstanding for
the purpose of computing the percentage ownership of any other
person. .
shares of common stock outstanding and 5,000,000 shares of
Preferred Stock issued and outstanding on April 20, 2017.
Percentage totals are calculated separately based on each class
of capital stock. Each share of Preferred Stock entitles the
holder to vote 100 shares of common stock; the Preferred Stock is
not convertible into common stock. Percentage ownership is
determined based on shares owned together with securities
exercisable or convertible into shares of common stock within 60
days of April 20, 2017, for each stockholder. Beneficial
ownership is determined in accordance with the rules of the SEC
and generally includes voting or investment power with respect to
securities. Shares of common stock subject to securities
exercisable or convertible into shares of common stock that are
currently exercisable or exercisable within 60 days of June 30,
2016, are deemed to be beneficially owned by the person holding
such securities for the purpose of computing the percentage of
ownership of such person, but are not treated as outstanding for
the purpose of computing the percentage ownership of any other
person. .
(2) Doris Zhou is the CEO, Secretary, Treasurer, and Director of
Ionix Technology. Ms. Zhous beneficial ownership includes 0
shares of common stock and 0 shares issuable upon the exercise of
stock options.
Ionix Technology. Ms. Zhous beneficial ownership includes 0
shares of common stock and 0 shares issuable upon the exercise of
stock options.
(3) Yue Kou is the CFO of Ionix Technology. Ms. Kous beneficial
ownership includes 0 shares of common stock and 0 shares issuable
upon the exercise of stock options.
ownership includes 0 shares of common stock and 0 shares issuable
upon the exercise of stock options.
(4) Qingchun Yang is the President and Director of Well Best, a
wholly owned subsidiary of Ionix Technology. Mr. Yangs beneficial
ownership includes 0 shares of common stock of the Company and 0
shares issuable upon the exercise of stock options.
wholly owned subsidiary of Ionix Technology. Mr. Yangs beneficial
ownership includes 0 shares of common stock of the Company and 0
shares issuable upon the exercise of stock options.
(5) Zhengfu Nan is the President and Director of Xinyu Ionix, an
indirect wholly owned subsidiary of Ionix Technology. Mr. Nans
beneficial ownership includes 0 shares of common stock of the
Company and 0 shares issuable upon the exercise of stock options.
indirect wholly owned subsidiary of Ionix Technology. Mr. Nans
beneficial ownership includes 0 shares of common stock of the
Company and 0 shares issuable upon the exercise of stock options.
(6) Yun Yang is the President and Director of Lisite Science
Technology, an indirect wholly owned subsidiary of Ionix
Technology. Mr. Nans beneficial ownership includes 0 shares of
common stock of the Company and 0 shares issuable upon the
exercise of stock options.
Technology, an indirect wholly owned subsidiary of Ionix
Technology. Mr. Nans beneficial ownership includes 0 shares of
common stock of the Company and 0 shares issuable upon the
exercise of stock options.
(7) Youqian Deng is the President and Director of Shenzhen
Baileqi Electronic Technology Co., Ltd, an indirect wholly owned
subsidiary of Ionix Technology. Mr. Nans beneficial ownership
includes 0 shares of common stock of the Company and 0 shares
issuable upon the exercise of stock options.
Baileqi Electronic Technology Co., Ltd, an indirect wholly owned
subsidiary of Ionix Technology. Mr. Nans beneficial ownership
includes 0 shares of common stock of the Company and 0 shares
issuable upon the exercise of stock options.
(8) Xin Sui is President and Director of Welly Surplus
International Limited, a wholly owned subsidiary of Ionix
Technoloy. Mr. Suis beneficial ownership includes 0 shares of
common stock of the Company and 0 shares issuable upon the
exercise of stock options.
International Limited, a wholly owned subsidiary of Ionix
Technoloy. Mr. Suis beneficial ownership includes 0 shares of
common stock of the Company and 0 shares issuable upon the
exercise of stock options.
(9) Shining Glory Investments Limited is the beneficial owner of
29,846,000 shares of common stock of the Company and Yubao Liu is
the beneficial owner of 5,000,000 shares of preferred stock which
has the authority to vote a total of 500,000,000 common stock
votes. As of April 20, 2017, Yubao Liu is the sole officer and
director of Shining Glory Investments Limited and has dispositive
voting and investment control over the shares held by Shining
Glory. Thus, in total, Shining Glory and its sole officer and
director collectively owns an aggregate 88.45% of the total
outstanding voting securities of the Company. Mr. Liu maintains a
mailing address at No. 122, Zu 9, Hongguang Community, Xiangyang
District, Jiamusi, Heilongjiang, China.
29,846,000 shares of common stock of the Company and Yubao Liu is
the beneficial owner of 5,000,000 shares of preferred stock which
has the authority to vote a total of 500,000,000 common stock
votes. As of April 20, 2017, Yubao Liu is the sole officer and
director of Shining Glory Investments Limited and has dispositive
voting and investment control over the shares held by Shining
Glory. Thus, in total, Shining Glory and its sole officer and
director collectively owns an aggregate 88.45% of the total
outstanding voting securities of the Company. Mr. Liu maintains a
mailing address at No. 122, Zu 9, Hongguang Community, Xiangyang
District, Jiamusi, Heilongjiang, China.
(10) Mr. Yang Kans beneficial ownership includes 7,600,000 shares
of common stock of the Company and 0 shares issuable upon the
exercise of stock options.
of common stock of the Company and 0 shares issuable upon the
exercise of stock options.
About IONIX TECHNOLOGY, INC. (OTCMKTS:IINX)
Ionix Technology, Inc., formerly Cambridge Projects Inc., through its subsidiaries Well Best International Investment Limited (Well Best), Xinyu Ionix Technology Company Limited (Xinyu Ionix) and Taizhou Ionix Technology Company Limited (Taizhou Ionix), is engaged in developing, designing, manufacturing and selling lithium batteries for electric vehicles in China. The Company’s products include 18650-2000 milli-ampere-hour (mAh) lithium ion batteries (LIB) for use in lithium cell electronic bicycles, balance cars, scooters, electric vehicles, special vehicles at low speed, energy storage, and other products. Its LIB is a rechargeable electric device within which lithium moves from a negative electrode to a positive electrode during the discharge and back charging. The four main materials used in its LIBs are cathode materials, anode materials, operators and electrolytic solution. Its LIBs are used as the power supply for devices, such as mobile phones, digital cameras and power tools. IONIX TECHNOLOGY, INC. (OTCMKTS:IINX) Recent Trading Information
IONIX TECHNOLOGY, INC. (OTCMKTS:IINX) closed its last trading session 00.00 at 4.40 with 130 shares trading hands.
