UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM l0-QSB

 

(Mark One)

(X) QUARTERLY REPORT UNDER SECTlON 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

                                            For the quarterly period ended March 31, 2001

( ) TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from______ to_____ 

 

Commission File Number 33-18582

 

ITRONICS INC.

(Exact name of small business issuer as specified in its charter)

 

                       TEXAS                                      75-2198369
          (State or other jurisdiction of              (IRSEmployer Identification Number)

          incorporation or organization) 

 

6490 S. McCarran Blvd., Bldg C-23, Reno, Nevada 89509

(Address of principal executive offices)

 

Issuer's telephone number, including area code: (775)689-7696
 

NO CHANGE 

Former name, former address and former fiscal, if changes since lastreport.

 

Check whether the issuer (1) filed all reports required to be filed bySection 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorterperiod that the registrant was required to file such reports), and (2) has been subject tosuch filing requirements during the past 90 days. Yes (x) No ( ).

 

APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of commonequity, as of the latest practicable date:

       As of April 30, 2001, 77,008,774 shares of commonstock were outstanding.

Transitional Small Business Disclosure Format (Check one): Yes ( ) No (X)

 

2

 

ITRONICS INC. AND SUBSIDIARIES

TABLE OF CONTENTS

 

 
PART I -    FINANCIAL INFORMATION
PAGEItem 1.    Financial StatementsCondensed    Consolidated Balance Sheets – March 31, 2001 and December 31, 20004Condensed    Consolidated Statements of Operations and Comprehensive Income for the Three Months Ended    March 31, 2001 and 2000.6Condensed    Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2001 and 2000.7Notes to    Condensed Consolidated Financial Statements 
8Item 2.    Management's Discussion and Analysis or Plan of Operation
10PART II- OTHER    INFORMATIONItem 2. Changes    in Securities and Use of Proceeds 
13Item 6.    Exhibits and Reports on Form 8-K 
14
3

PART I - FINANCIAL INFORMATIONON

Item 1. Financial Statements

ITRONICS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

MARCH 31, 2001 AND DECEMBER 31, 2000

(UNAUDITED)

 

ASSETS

MARCH 31,
DECEMBER 31,
2001
2000CURRENT ASSETS Cash 
$ 19,241
$ 17,990Accounts    receivable, less allowance for doubtful accounts, 2001, $7,400; 2000, $7,400190,809217,719Account    receivable, lease equipment financing 
2,809
2,809 Stock    subscription receivable 
-
82,000Inventories
224,889
268,719Prepaid    expenses
146,895
154,191Current portion    of deferred loan fees
32,925
25,910      Total Current Assets
617,568
769,338PROPERTY AND    EQUIPMENT Land 
215,000
215,000Building and    improvements
1,046,298
1,046,298 Design and    construction in progress, manufacturing facility78,93248,506Leasehold    improvements
900
900Equipment and    furniture 
1,559,653
1,546,477Vehicles 
133,028
133,028Equipment under    capital lease 
903,772
896,562
3,937,583
3,886,771Less:    Accumulated depreciation and amortization
588,508
521,076
3,349,075
3,365,695OTHER ASSETS Intangibles,    net of amortization 
110,163
89,039Marketable    securities, available for sale 
233,580
228,782Investment in    non-public company
30,000
30,000Deferred loan    fees, less current portion, net of     amortization 
102,013
86,335Investment in    American Gold & Silver Ltd. 
9,250
9,250Deposits
34,502
31,067
519,508
474,473
$4,486,151
$4,609,506
4

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
 
MARCH 31,
DECEMBER    31, 
2001
2000CURRENT LIABILITIES   Accounts payable 
$ 615,735
$ 538,333Accrued management salaries    
59,451
27,942Accrued expenses 
176,946
126,632Insurance contracts payable    
40,890
24,943Interest payable 
38,949
18,064Current maturities of    long-term debt 
15,727
16,077Current maturities of    capital lease obligations 
339,375
263,145Current maturities of    advances from stockholders
5,222
5,222Other 
16,581
14,331   Total Current    Liabilities 
1,308,876
1,034,689   LONG-TERM LIABILITIES  Long-term debt, less    current maturities 
59,046
59,498Convertible promissory    notes 
2,778,000
2,668,000Accrued interest,    convertible notes
285,785
221,855Capital lease obligations,    less current maturities
1,104,900
1,000,529Accrued salary due    stockholder
20,454
22,254Deferred gain, less current    maturities
21,299
23,882   Total    Long-Term Liabilities 
4,269,484
3,996,018 
5,578,360
5,030,707   STOCKHOLDERS' EQUITY    (DEFICIT)  Preferred stock, par value    $0.001 per share; authorized     999,500 shares, issued and    outstanding 2001, 0 shares; 2000,  0 shares         -        -Common stock, par value    $0.001 per share; authorized        250,000,000 shares,    issued and outstanding, 76,922,761 at March 31, 2001; 75,017,412 at December 31, 200076,92375,017Additional paid-in capital 
10,066,653
9,761,976Accumulated deficit 
(11,357,228)
(10,408,484)Common stock to be issued 
83,230
117,151Accumulated other    comprehensive income (loss)
(1,061)
9,141Common stock options    outstanding, net 
39,274
23,998 
(1,092,209)
(421,201) 
$4,486,151
$4,609,506   
See Notes to CondensedConsolidated Financial Statements
 

5

 

ITRONICS INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000

(UNAUDITED)
 
2001
2000REVENUES  Fertilizer 
$ 23,249
$ 11,375Photobyproduct recycling 
48,246
46,843Silver and gold 
136,093
34,592Mining technical services 
150,631
188,828   Total Revenues    
358,219
281,638COST OF SALES 
413,373
331,653   Gross Profit    (Loss) 
(55,154)
(50,015)   OPERATING EXPENSES  Depreciation and    amortization 
79,794
28,215Research and development 
13,150
13,059Sales and marketing 
395,850
437,567Plant start-up costs 
-
57,482General and administrative 
278,775
195,208   Total    Operating Expenses 
767,569
731,531   Operating    (Loss) 
(822,723)
(781,546)OTHER INCOME (EXPENSE)  Interest expense 
(126,662)
(44,560)Interest income 
641
21,356Other
-
-   Total Other    Income (Expense) 
(126,021)
(23,204)(Loss) before provision for    income tax 
(948,744)
(804,750)Provision for income tax 
-
-   Net    Income(Loss) 
(948,744)
(804,750)Other comprehensive income    (loss)  Unrealized gains (losses)    on securities 
(10,202)
2,872Comprehensive Income (Loss)    
$(958,946)
$(801,878)   Weighted average number of    shares Outstanding (1,000’s)76,24671,809Earnings (Loss) per share 
$(0.0124)
$(0.0112)
See Notes to Condensed Consolidated Financial Statements

6

 

ITRONICS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000

(UNAUDITED)
 
2001
2000Cash flows from operating    activities   Net income (loss) 
$    (948,744)
$    (804,750)Adjustments to reconcile    net loss to cash used by operating activities:    Depreciation and    amortization 
79,794
28,215  Interest on    convertible notes
63,930
40,421  Stock option    compensation 
15,276
4,941Expenses paid with issuance    of common stock:     Consulting expenses 
121,875
167,515  Directors fees 
2,130
10,425  Salaries 
26,019
39,070(Increase) decrease in:    Trade accounts    receivable 
26,910
30,153  Inventories 
43,830
(160,910)  Prepaid expenses 
(10,029)
(17,797)  Deposits
(3,435)
(15,354)Increase (decrease) in:    Accounts payable 
77,403
(57,282)  Accrued expenses and    contracts payable 
98,220
17,322  Accrued interest
20,885
(4,718)    Net cash    used by operating activities 
(385,936)
(722,749)   Cash flows from investing    activities:    Acquisition of    property and equipment 
(43,602)
(309,934)  Acquisition of    marketable securities 
(15,000)
(26,817)  Acquisition of    intangibles and investments 
(575)
(1,518)    Net cash    used by investing activities 
(59,177)
(338,269)   Cash flows from financing    activities:    Proceeds from sale    of stock 
194,700
462,883  Proceeds from    long-term debt, unrelated 
302,282
2,883,000  Payments on    long-term debt, stockholders 
-
(9,284)  Payments on    long-term debt, unrelated parties 
(50,618)
(55,366)    Net cash    provided by financing activities 
446,364
3,281,233    Net    increase (decrease) in cash 
1,251
2,220,215Cash, beginning of period 
17,990
142,287Cash, end of period 
$ 19,241
$2,362,502
See Notes to Condensed Consolidated Financial Statements

7

ITRONICS INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2001

(UNAUDITED)

 

1. The unaudited condensed consolidated financial statements printedherein have been prepared in accordance with the instructions to Form 10-QSB and do notinclude all of the information and disclosures required by generally accepted accountingprinciples. Therefore, these financial statements should be read in conjunction with theconsolidated financial statements and related footnotes included in the Company's Form10-KSB for the year ended December 31, 2000. These financial statements reflect alladjustments that are, in the opinion of management, necessary to fairly state the resultsfor the interim periods reported.

2. The results of operations for the three months ended March 31, 2001are not necessarily indicative of the results to be expected for the full year.

3.A Private Placement of 12% Convertible Notes to raise $750,000was begun in March 2001 and $110,000 was raised during the quarter. The notes are due inthree years with dates in March 2004. Interest is compounded annually and payable atmaturity, or, at the option of the note holder, can be paid annually in stock. The notesand accrued interest are convertible, at any time during the three year period, into theCompany’s restricted Common Stock, at $0.15 per share. The Company may call the notesprior to the due date and, in that event, the note holder has 30 days to decide whether toconvert the note and accrued interest into stock. 
New lease financing on equipment during the first quarter amounted toapproximately $240,000, of which $192,300 was received in cash. 

Subsequent to March 31, 2001, the Company completed a financing byplacing a first deed of trust on the Stead manufacturing facility. The mortgage is for$550,000, carries an interest rate of 12%, and is amortized over 15 years. In addition,subsequent to March 31, 2001, the Company has received $370,000 from the 12% ConvertiblePromissory Note Private Placement.

4. Following is financial information for each of the Company’ssegments. No changes

have occurred in the basis of segmentation since December 31, 2000. 

Reconciliation of segment revenues and operating income (loss) to therespective consolidated amounts and to consolidated income (loss) before taxes:
 
Three    Months Ended
Three    Months Ended 
March    31, 2001
March    31, 2000Revenues:  Photobyproduct Fertilizer 
$ 207,588
$ 92,810Mining Technical Services 
150,631
188,828Consolidated Revenues 
$ 358,219
$ 281,638   Operating Income (Loss):  Photobyproduct Fertilizer 
$(770,233)
$(688,507)Mining Technical Services 
(52,490)
(93,039)Consolidated Operating    Income (Loss)
(822,723)
(781,546)Other Income (Expense)
(126,021)
(23,204)Consolidated Net Income    (Loss) before taxes$(948,744)$(804,750)
 

8

 

ITRONICS INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2001

(UNAUDITED)

Identifiable assets by business segment for the major assetclassifications and reconciliation to total consolidated assets:
 
March 31,
December    31, 
2001
2000   Current Assets:  Photobyproduct Fertilizer 
$338,890
$396,429Mining Technical Services 
167,188
189,607 
506,078
586,036Property and Equipment,    net:  Photobyproduct Fertilizer 
2,997,860
2,996,308Mining Technical Services 
343,927
361,670 
3,341,787
3,357,978Other Assets, net:  Photobyproduct Fertilizer 
112,509
92,307Mining Technical Services 
1,982,522
1,700,611 
2,095,031
1,792,918Total Assets:   Photobyproduct Fertilizer 
3,449,259
3,485,044Mining Technical Services 
2,493,637
2,251,888Total Segment Assets 
5,942,896
5,736,932Itronics Inc. assets 
13,538,757
12,622,324Less: inter-company    elimination 
(14,995,502)
(13,749,750)Consolidated Assets 
$4,486,151
$4,609,506   
9

Item 2. Management's Discussion and Analysis or Plan of Operations

I. Results of Operations

The Company reported a net loss of $948,744 or $0.0124 per share forthe quarter ended March 31, 2001, compared to a net loss of $804,750 or $0.0112 per sharefor the comparable 2000 period. The primary factor contributing to the increased loss forthe quarter was increased interest expense of $82,100, reduced interest income of $20,700,and an increased operating loss of $41,200. The increased interest expense is primarilydue to the prior year capitalization of $41,000 of interest and increased lease financingand convertible promissory note interest. The decrease in interest income is due to lowerinvested cash balances during the quarter compared to the prior year. 

To provide a more complete understanding of the factors contributing tothe changes in sales, operating expenses and the resultant operating loss, the discussionpresented below is separated into the Company's two operating segments.

PHOTOBYPRODUCT FERTILIZER

This segment, managed by Itronics Metallurgical, Inc., operates aphotobyproduct recycling plant, which includes related silver recovery. As part of therecycling process, the Company manufactures and markets a line of liquid fertilizerproducts which are being introduced into the markets in California, Nevada, Oregon, andHawaii. Revenues are generated from photobyproduct management services, silver sales, andfertilizer sales.

 
 
Three Months Ended March 31, 
2001 
2000Sales revenue 
$      207,588 
$       92,810Operating income 
$(770,233) 
$(688,507)
Total segment sales for the first quarter of 2001 were approximately$207,600 for the quarter ended March 31, 2001, an increase of 124% over the prior yearfirst quarter. Fertilizer sales for the quarter were approximately $23,200, compared to$11,400 for the 2000 first quarter, an increase of 104%. Photobyproduct recycling revenuefor the quarter increased by $1,400 on an increased volume of 16%, compared to the firstquarter of 2000. Silver/gold sales increased $101,500 from the first quarter of 2000, anincrease of 293%. This increase reflects $56,600 in gold sales under the processingagreement with Golden Phoenix Minerals, Inc. and $65,100 in silver sales from melting downthe remaining blemished "Silver Nevada Miner" bars. Cost of sales increased$140,000 due to increases in direct materials costs of $120,500 related to increased salesand $43,600 in payroll and related costs due to a combination of increases in theallocable portion of management salary increases, the prior year capitalization of salaryin the building construction, the prior year classification of wages as plant start-upcosts, and increased production. These factors resulted in a gross loss of $98,000 for thefirst quarter of 2001, compared to a gross loss of $72,800 for the first quarter of 2000. 

Segment operating expenses increased approximately $56,500 over thefirst quarter of 2000, due to increases of $46,900 in depreciation and $85,600 in generaland administration, which were partially offset by decreases of $18,500 in sales andmarketing and $57,500 in plant start-up costs. The increase in depreciation is due to themanufacturing facility being placed in service on April 1, 2000. The increase in generaland administration costs is due to $51,200 in outside service costs, which primarilyrelates to a consulting agreement for acquisition services entered into in the thirdquarter of 2000, and $24,800 in salaries and benefits related to prior year managementsalary increases. The reduction in sales and marketing expenses reflects a shift inmarketing focus to a heavier emphasis on fertilizer marketing and a reduction in corporatemarketing. Early in the first quarter of 2001, two veteran fertilizer salesrepresentatives were hired to concentrate on fertilizer sales through Western FarmServices, Inc. in California. The added costs for their salary and travel expenses wasoffset by reduced corporate marketing expenses, which declined due to the decline in theCompany’s stock price compared to the prior year and to reduced advertising inbusiness publications. 

10

These factors resulted in a 2001 first quarter segment operating lossof $770,200, compared to a loss of $688,500 for the first quarter of 2000, an increasedoperating loss of $81,700.

 

MINING TECHNICAL SERVICES

This segment, known as Whitney & Whitney, Inc., provides mining andmaterials management, geology, engineering and economics consulting, and publishesspecialized mineral economics and materials financial reports. It employs technicalspecialists with expertise in the areas of mining, geology, mining engineering, mineraleconomics, materials processing and technology development. Technical services have beenprovided to many of the leading U.S. and foreign mining companies, several publicutilities with mineral interests, to various state agencies, the U.S. and foreigngovernments, and the United Nations and the World Bank.

 
 
Three Months Ended March 31, 
2001 
2000Sales revenue
$ 150,631 
$ 188,828Operating income (loss)
$(52,490) 
$(93,039)
Mining technical services revenue was approximately $150,600 for thequarter ended March 31, 2001, compared to $188,800 for the comparable quarter of 2000, adecrease of $38,200, or 20%. The sales decrease includes an increase of $51,300 inprofessional service revenue, which was offset by decreased pass-through revenues of$87,900 from ongoing technical services projects. Cost of sales decreased by $58,300, dueto a decrease of $87,900 in pass-through costs, which was partially offset by an increaseof $19,900 in outside consultant fees. These factors resulted in a gross profit for thesegment of $42,900 compared to $22,800 for the prior year first quarter.

Segment operating expenses decreased by $20,500 due to a decrease of$23,200 in sales and marketing costs, which reflects the segment’s allocable portionof reduced corporate marketing costs.

The combination of these factors resulted in a 2001 first quartersegment operating loss of $52,500, compared to a loss of $93,000 for the first quarter of2000, a decreased operating loss of $40,500. 

SUMMARY

On a consolidated basis, the various changes in revenues and operatingexpenses resulted in a first quarter 2001 operating loss of $822,700, compared to $781,500for the first quarter of 2000, an increased loss of $41,200.

11

II. Changes in Financial Condition; Capitalization

Cash amounted to $19,241 as of March 31, 2001, compared to $2,362,502as of March 31, 2000. Net cash used for operating activities was approximately $385,900for the first three months of 2001. The cash used for operating activities during theperiod was financed by a combination of sales of common stock of $154,700 under the SwartzPrivate Equity, LLC. (Swartz) agreement, $40,000 in warrant exercises, $192,300 in leasefinancing, and $110,000 from the Private Placement of 12% convertible promissory notes. Atotal of $43,600 was invested in property and equipment during the period, primarily fordesign costs for expansion of the manufacturing facility. $15,000 was invested in anongoing investment in Golden Phoenix Minerals, Inc. (GPXM). The market value of the GPXMinvestment was reduced by $10,200 during the quarter, based on GPXM’s stock price asof March 31, 2001. 

Total assets decreased during the three months ended March 31, 2001 byapproximately $123,400 to $4,486,200. Current assets decreased approximately $151,800 dueto decreases in accounts receivable of $26,900, stock subscription receivable of $82,000,and inventory of $43,800. The decrease in inventory is due to a reduction in "SilverNevada Miner" bars and refined silver. 

Current liabilities increased by approximately $274,200 and totalliabilities increased by $547,700. The increase in total liabilities is due to combinationof a net increase of $180,600 in capital lease obligations due to lease financing ofexisting equipment, $110,000 in 12% Convertible Promissory Notes, $63,900 in accruedinterest on the Convertible Promissory Notes, and $198,000 in various current liabilities.Significant components of the increase in current liabilities include increases of $77,400in accounts payable, $31,500 in accrued management salaries, $50,300 in accrued expenses,due primarily to payroll taxes, and $97,100 in current maturities of capital leaseobligations and related accrued interest, which includes $47,900 in equipment leasepayments that were due prior to March 31, 2001. 

 

III. Working Capital/Liquidity

During the three months ended March 31, 2001, working capital decreasedby approximately $426,000 to a deficit balance of $691,300. Management has continued theCompany's ongoing program of improving working capital and liquidity through exercise ofwarrants and payment of consulting and other labor services with common shares. Inaddition, a private placement of $750,000 of 12% convertible promissory notes was begunduring the first quarter. A total of $110,000 was received during the quarter from thisPlacement. Also, $154,700 was received under the Swartz agreement, $40,000 was receivedfrom the exercise of warrants and $192,300 was received from equipment financing.Approximately $150,000 in various expenses were paid with common shares.

Subsequent to March 31, 2001, $370,000 has been received from theConvertible Note Private Placement, $62,500 has been received under the Swartz agreement,and $510,400 has been received from placing a first deed of trust on the Steadmanufacturing facility. The promissory note is for $550,000, is amortized over 15 years,and carries an interest rate of 12%.

As noted above, current liabilities have increased, which is a resultof a shortage of cash. Due to the decline in the Company’s stock price, much of thefunding anticipated under the Swartz agreement has not been available. In addition,approximately $663,000 in warrants have not been exercised during the fourth quarter of2000 and the first quarter of 2001. Receipt of the building loan proceeds has temporarilyeased the cash situation and allowed the Company to be current on the lease payments,taxes, and with various suppliers. Because of the loan and the recent rebound in the stockprice, management is evaluating closing the 12% Convertible Note Private Placement at lessthan $750,000 and starting a new placement with similar terms, but with a higher stockconversion price.

12

IV. New Developments

During the first quarter of 2001, the Company’s Gold’n Grofertilizer marketing effort was focused on introducing the two new sales representativesto the Western Farm Services, Inc. (WFS) regional management and sales personnel inCalifornia. Marketing was also expanded into Hawaii and the Company received its firstfertilizer sales order there. Efforts to establish sales with Intermountain Farmers insouthern Nevada and Utah are ongoing, and the Company has received initial sales ordersfrom that source as well. 

On-going field trials of Gold’n Gro fertilizer products continueto show significant improvements in crop production and quality. The trials are providingagronomic data that is being used to develop Gold’n Gro nutrition programs for thecrops being tested. The citrus trial started in the fourth quarter of 2000 is producingpositive, and unexpected, results which will be reported later in the second quarter, oncethe measurement data is compiled. Field trials have been expanded into the cut flower,herbs, and sweet corn markets. Field trials in the alfalfa market are ongoing and havebeen expanded. 

During the quarter, the need for two "chloride free" productswas identified as a result of requests from WFS and potential customers. Development wasinitiated, with a new chloride free "plant starter" product for the nursery,greenhouse, and vegetable markets, and a new chloride free "general purpose"product for the nursery, greenhouse, and golf course markets being readied forintroduction during the second quarter of 2001. 

Late in the third quarter of 2000, Whitney & Whitney, Inc. (WWI)signed a Pilot Program Contract (Contract) with a major generator of a material that maybe usable as a raw material for the recycling program operated by Itronics Metallurgical,Inc. (IMI). The purpose of the Contract is to evaluate whether the material is suitablefor use in Gold’n Gro fertilizer products. If the Program is successful, both partieshave agreed to work together to develop and implement a plan for marketing the fertilizerproducts. WWI has completed the Contract and is recommending that the evaluation programbe continued for another year as initial results indicate that there is potential for thematerial to be used in IMI’s Gold’n Gro fertilizer products. The generator isnow evaluating WWI’s proposal. Each of the technical applications now being operatedby IMI took from 2 to 6 years to develop. This new material could take a similar amount oftime. 

V. Forward-Looking Statements

The statements in this Form 10-QSB that are not historical facts orstatements of current status are forward-looking statements (as defined in the PrivateSecurities Litigation Reform Act of 1995) that involve risks and uncertainties. Actualresults may differ materially.

PART II- OTHER INFORMATION

Item 2. Changes in Securities and Use of Proceeds

(c) Recent Sales of Unregistered Securities:

Following is a summary of sales of unregistered securities for thethree months ended March 31, 2001. All securities were issued as restricted common shareswhich are subject to Rule 144 of the Securities and Exchange Commission. Generally, Rule144 requires shareholders to hold the shares for a minimum of one year before sale. Inaddition, officers, directors and more than 10% shareholders are further restricted intheir ability to sell such shares. There have been no underwriters of these securities andno commissions or underwriting discounts have been paid.

13
 
Shares
Value 
Issued
ReceivedExercise of warrants for    cash 
300,000
$30,000Labor services of    management, directors and consultants
22,500
9,101Other
577 
225 
323,077
$39,326
The above transactions qualified for exemption from registration underSections 3(b) or 4(2) of the Securities Act of 1933. Private placements for cash werenon-public transactions. The Company believes that all such investors are eitheraccredited or, either alone or with their purchaser representative, have such knowledgeand experience in financial and business matters that they are capable of evaluating themerits and risks of the prospective investment.

 

Item 6. Exhibits and Reports on Form 8-K

None

14

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant hasduly caused this report to be signed on its behalf by the undersigned, thereunto dulyauthorized.

 

ITRONICS INC.

 

DATED: May 14, 2001                            By: JOHN W. WHITNEY
                                                   John W. Whitney 

                                                   President, Treasurer and Director

                                                   (Principal Executive Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report hasbeen signed below by the following persons on behalf of the Company and in the capacitiesand on the dates indicated

 

DATED: May 14, 2001                            By: JOHN W. WHITNEY

                                                   John W. Whitney

                                                   President, Treasurer and Director

                                                   (Principal Executive Officer)

 

DATED: May 14, 2001                            By: MICHAEL C. HORSLEY

                                                   Michael C. Horsley

                                                   Controller

                                                   (Principal Accounting Officer)

 

15