Current Report Filing (8-k)
March 25 2014 - 3:55PM
Edgar (US Regulatory)
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)
March 21, 2014 |
|
LITHIUM EXPLORATION GROUP, INC.
|
(Exact name of registrant as specified in its charter)
|
Nevada |
333-175883 |
06-1781911 |
(State or other jurisdiction of |
(Commission File Number) |
(IRS Employer |
incorporation) |
|
Identification No.) |
3200 N. Hayden Road, Suite 235, Scottsdale, Arizona
|
85251 |
(Address of principal executive offices) |
(Zip Code) |
Registrants telephone number, including area code
(480) 641-4790 |
|
N/A |
(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: |
|
|
[ ] 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 3.02 |
Unregistered Sales of Equity Securities
|
|
|
Our company was indebted to JDF Capital Inc.
(JDF) for funds provided to us in the amount of USD$306,250
pursuant to the conditions of a securities purchase agreement dated
September 13, 2013 (the SPA), among our company and JDF. |
|
On January 6, 2014, JDF entered into a securities
amendment and settlement agreement (the Settlement
Agreement) with us, where we agreed to convert the remaining
$306,250 portion of the SPA into 306,250 shares of Series B Convertible
Preferred Stock of our company (the Preferred Shares), being 1
Preferred Share per $1 remaining payable pursuant to the SPA. Each
Preferred Share is convertible into common shares of the Company by
cashless conversion at a price of 50% of the lowest traded price of the
previous 20 trading days of a notice to convert. |
|
On January 21, 2014, JDF entered into a
securities purchase agreement with Inlight Capital Partners LLC
(Inlight), wherein the parties agreed to assign an aggregate of
135,000 Preferred Shares of the SPA to Inlight, which Inlight acquired benefits of the Preferred
Shares pursuant to the SPA and the Settlement Agreement from JDF. |
2
On March 21, 2014, we received a notice of conversion from
Inlight to convert 39,016 Preferred Shares outstanding due to Inlight into
1,736,372 shares of our companys common stock at a deemed conversion rate of
USD$0.0160 per share, pursuant to the conversion terms of the Preferred Shares,
the SPA and the Settlement Agreement.
As of March 21, 2014, we issued 1,736,372 common shares of our
company to one person pursuant to Rule 506 of Regulation D of the Securities Act
of 1933, as amended, on the basis that they represented to our company that they
were an accredited investor as such term is defined in Rule 501(a) of
Regulation D.
Item 9.01 |
Financial Statements and
Exhibits |
|
|
10.1 |
Securities
Purchase Agreement dated as of February 19, 2013 between our company and
JDF Capital Inc. (incorporated by reference to our Current Report on Form
8-K filed on February 25, 2013). |
|
|
10.2 |
Settlement
Agreement dated January 3, 2014 between our company and JDF Capital Inc.
(incorporated by reference to our Current Report on Form 8-K filed on
January 9, 2014). |
|
|
10.3 |
Securities
Purchase Agreement dated January 21, 2014 between our company and Inlight
Capital Partners LLC (incorporated by reference to our Current Report on
Form 8-K filed on March 19, 2014 as Exhibit 10.3). |
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.
LITHIUM EXPLORATION GROUP, INC.
/s/Alex
Walsh |
|
Alex Walsh |
|
President and Director |
|
|
|
Date: March 25, 2014 |
|