Current Report Filing (8-k)
June 26 2017 - 3:45PM
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)
June 20, 2017
LIBERTY
STAR URANIUM & METALS CORP.
(Exact
name of registrant as specified in its charter)
Nevada
|
|
000-50071
|
|
90-0175540
|
(State
or other jurisdiction
|
|
(Commission
|
|
(IRS
Employer
|
of
incorporation)
|
|
File
Number)
|
|
Identification
No.)
|
5610
E. Sutler Lane, Tucson, Arizona 85712
(Address
of principal executive offices and Zip Code)
Registrant’s
telephone number, including area code
520-731-8786
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
1.01 Entry into a Material Definitive Agreement.
The
information provided under Item 2.03 is responsive to the information required by this item.
Item
2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On
June 20, 2017, we closed on a securities purchase agreement (“Securities Purchase Agreement”), whereby we issued a
convertible note (the “Note”) to one lender in the principal amount of $53,000. The Note is payable in full on June
20, 2018 and bears interest at the rate of 8.00% per annum.
The
Note may not be prepaid in whole or in part except as set forth in the Note. Any amount of principal or interest on the Note which
is not paid when due shall bear interest at the rate of 22% per annum from the due date until paid.
The
Note may be convertible into shares of common stock of our company at any time from 180 days after the execution date of the Note
and ending on the later of the maturity date, or the date of payment of the Default Amount (as defined in the Securities Purchase
Agreement) at a price per share of 65% (representing a 35% discount) of the average of the lowest five (5) VWAP’s (as defined
in the Securities Purchase Agreement) for our common stock during the 10-trading day period ending on the latest completed trading
day prior to the date of conversion.
The
foregoing descriptions of the Securities Purchase Agreement and the Note and of all of the parties’ rights and obligations
under the Securities Purchase Agreement and the Note are qualified in its entirety by reference to the Securities Purchase Agreement
and the Note, copies of which are filed as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K, and of which
are incorporated herein by reference.
Item
3.02 Unregistered Sales of Equity Securities.
We
issued the security to one U.S. person who is an accredited investor (as that term is defined in Rule 501 of Regulation D, promulgated
by the Securities and Exchange Commission pursuant to the
Securities Act of 1933, as amended
, and in issuing these securities
to this investor we relied on the registration exemption provided for in Rule 506 of Regulation D and/or Section 4(a)(2) of the
Securities Act of 1933, as amended
.
Item
9.01
|
Financial
Statements and Exhibits.
|
|
|
(d)
|
Exhibits.
|
|
|
10.1
|
Securities
Purchase Agreement dated June 7, 2017
|
|
|
10.2
|
Convertible
Promissory Note dated June 20, 2017
|
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 hereunto duly authorized.
LIBERTY
STAR URANIUM & METALS CORP.
By:
|
/s/
James Briscoe
|
|
Name:
|
James
Briscoe, President, CEO and Director
|
|
Date:
|
June
26, 2107
|
|
Liberty Star Uranium and... (QB) (USOTC:LBSR)
Historical Stock Chart
From Aug 2024 to Sep 2024
Liberty Star Uranium and... (QB) (USOTC:LBSR)
Historical Stock Chart
From Sep 2023 to Sep 2024