U.S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1995 OR [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to ------- ------- Commission file number 0-17321 HITOX CORPORATION OF AMERICA (Exact name of small business issuer as specified in its charter) Delaware 74-2081929 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) Furman Plaza Building 418 Peoples Street, Corpus Christi, Texas 78401 (Address of principal executive offices) Issuer's telephone number: (512) 882-5175 None (Former name, former address and former fiscal year, if changed since last report) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 [ ] State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date. Common Stock, $0.25 par value 3,656,787 (Class) (Outstanding as of April 30, 1995) Transitional Small Business Disclosure Format (check one): Yes [ ] No [ X ] PART II Item 6. Exhibits and Reports on Form 8-K Page No. -------- (a) Exhibit 4.1 - Form of Second Amendment to the Note Purchase Agreement covering the Convertible Subordinated Debenture of the Company dated February 28, 1995 14 Exhibit 4.2 - Form of Warrant Agreement for issuance of 50,000 warrants dated September 30, 1994 24 Exhibit 4.3 - Form of Warrant Agreement for issuance of 50,000 warrants dated February 28, 1995 35 Exhibit 4.4 - Form of Warrant Agreement for issuance of 1,111,111 warrants dated February 28, 1995 46 Exhibit 11 - Earnings Per Share 57 Exhibit 27 - Financial Data Schedule 58 (b) Reports on Form 8-K: None Signature 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 thereunto duly authorized. Hitox Corporation of America - ----------------------------------- (Registrant) Date: June 26, 1995 THOMAS A. LANDSHOF ------------- ----------------------------------- Thomas A. Landshof, President and Chief Executive Officer Date: June 26, 1995 CRAIG A. SCHKADE ------------- ----------------------------------- Craig A. Schkade, Chief Financial Officer (Principal Financial and Accounting Officer)