Current Report Filing (8-k)
January 21 2021 - 03:27PM
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) January 14, 2021
ENERTOPIA
CORP.
(Exact name of registrant as specified in
its charter)
Nevada
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000-51866
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20-1970188
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(State or other jurisdiction of
incorporation)
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(Commission File Number)
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(IRS Employer Identification
No.)
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#18 1873 Spall Road, Kelowna,
BC
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V1Y 4R2
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(Address of principal executive
offices)
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(Zip Code)
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Registrant's telephone number, including area
code |
250-870-2219 |
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))
Securities registered pursuant to
Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which
registered
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Common Shares
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ENRT
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OTC Markets
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Indicate by check mark whether the
registrant is an emerging growth company as defined in Rule 405 of
the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this
chapter).
Emerging growth company ☐
If an emerging growth company,
indicate by check mark if the registrant has elected not to use the
extended transition period for complying with any new or revised
financial accounting standards provided pursuant to Section 13(a)
of the Exchange Act.
☐
Item 3.02
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Unregistered Sales of Equity Securities
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On January 14, 2021, Enertopia
Corp. ("we", "us", "our, the "Company") announced that is has
closed $180,000 from a Private Placement. Enertopia will be
issuing 3,000,000 common shares at USD$0.06 and 1,500,000 whole
warrants that expire on January 14, 2022, with an exercise price of
USD$0.09 per whole warrant during the 12-month period. No
finders' fees were paid with respect to this Private Placement.
All issued shares will be subject
to a hold period, for any resale into the United States under Rule
144, of six months and one day. Proceeds of the Private
Placement will be used for continued Lithium Brine division
development, additional technology, and general working
capital. The Private Placement will be subject to normal
regulatory approvals.
The securities referred to
herein will not be or have not been registered under the United
States Securities Act of 1933, as amended, and may not be offered
or sold in the United States absent registration or an applicable
exemption from registration requirements.
Item 7.01
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Regulation FD Disclosure
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On January 14, 2021, the Company
issued a news release, attached as Exhibit 99.1, announcing the
corporate update and closing of the Private Placement.
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.
ENERTOPIA CORP.
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/s/ Robert McAllister
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Robert McAllister
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President and Director
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January 21, 2021
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