Current Report Filing (8-k)
October 28 2013 - 04:25PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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)
October 25, 2013
SEARCHLIGHT
MINERALS CORP.
(Exact Name of Registrant as Specified in
Its Charter)
Nevada
(State or Other Jurisdiction of Incorporation)
000-30995 |
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98-0232244 |
(Commission File Number) |
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(IRS Employer Identification No.) |
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2360 W. Horizon Ridge Pkwy, Suite #100, Henderson, Nevada |
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89052 |
(Address of Principal Executive Offices) |
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(Zip Code) |
(702) 939-5247 |
(Registrant's Telephone Number, Including Area Code) |
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(Former Name or Former Address, 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 3.03 Material Modification to Rights of Security Holders.
Amendments to Certain Outstanding Common
Stock Purchase Warrants
On October 25, 2013, our Board of Directors
unilaterally determined to amend certain of our outstanding common stock purchase warrants to purchase up to an aggregate of 14,200,935
shares of common stock to extend their expiration dates through and including November 12, 2014. The terms and conditions of these
warrants remain the same in all other respects. Prior to the amendments, these warrants were set to expire on November 12, 2013.
These warrants were issued in connection with our February 23, 2007, March 22, 2007, December 26, 2007, February 7, 2008 and November
12, 2009 private placements, and constitute 100% of the outstanding warrants issued by us in connection with our prior financing
private placements.
Item 7.01 Regulation
FD Disclosure.
Press Release
On October 28, 2013, we issued a press release,
which is attached hereto as Exhibit 99.1. The information contained in the press release attached hereto is being furnished and
shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”),
or otherwise subject to the liability of that Section, and shall not be incorporated by reference into any registration statement
or other document filed under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference
in such filing. By filing this report on Form 8-K and furnishing this information, the Company makes no admission as to the materiality
of any information in this report that is required to be disclosed solely by reason of Regulation FD.
Item 9.01 Financial
Statements and Exhibits.
Exhibit 99.1 Press Release, dated October
28, 2013, issued by Searchlight Minerals Corp.
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.
Dated: October 28, 2013
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SEARCHLIGHT MINERALS CORP. |
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By: |
/s/ Martin B. Oring |
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Martin B. Oring
President |
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