Amended Current Report Filing (8-k/a)
May 28 2014 - 3:03PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
FORM 8-K A-1
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
May 27, 2014
Date of Report (Date of earliest event
reported)
MINDESTA INC.
(Exact name
of registrant as specified in its charter)
Delaware
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11-3763974
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(State or other jurisdiction of incorporation or
organization)
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(I.R.S. Employer Identification Number)
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Suite 201, 290 Picton Avenue, Ottawa, Ontario, Canada K1Z 8P8
(Address of Principal Executive Offices) (Zip Code)
(613) 241-9959
(Registrant's telephone number,
including area code)
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 3.02 Unregistered Sales of Equity Securities
On May 20, 2014, Mindesta Inc. completed a non brokered private
placement consisting of the sale of 15,783,332 units at a price of US$0.015 per
unit for total proceeds of US$236,750. Each unit consists of one common share
and one half of a share purchase warrant. Each whole warrant entitles the holder
to purchase one common share at a price of $0.0175 until December 31, 2016.
In addition, on May 20, 2014, Mindesta Inc. reached agreement
with Nubian Gold Corporation (Nubian) to convert the US$100,000 that is owed
to Nubian by the Company, and in turn by Nubian to its major shareholder Gregory
Bowes, into 10,000,000 common shares of the Company at a price of $0.01 per
share. Mr. Bowes and related companies have also agreed to restructure the
balance of funds owing to them by the Company being approximately $142,000.
Approximately $22,000 in interest will be forgiven, $50,000 will be repayable
immediately and the balance will be repayable in one year. Mr. Bowes is also
director and officer of Mindesta.
The foregoing transactions have been completed and as at the
date hereof, Mindesta has 35,196,913 shares outstanding.
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.
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Mindesta Inc.
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Dated May 27, 2014
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By:
//Gregory
Bowes
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Gregory B. Bowes
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Chief Executive
Officer and Chief
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Financial Officer
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