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Proc-Type: 2001,MIC-CLEAR
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UNITED STATES FORM 8-K CURRENT REPORT
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
December 28, 2007
FINMETAL MINING LTD.
Nevada |
000-51203 |
98-0425310 |
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
666 Burrard Street, Suite 500 |
|
|
(Address of principal executive offices) |
(Zip Code) |
(604) 601-2040
Not Applicable
Check the appropriate box below if the Form 8-K 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)) |
__________
SECTION 1 - Registrant's Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
On December 28, 2007, FinMetal Mining Oy, a Finnish corporation that is a wholly-owned subsidiary of FinMetal Mining Ltd. (the "Company"), and Magnus Minerals Oy ("Magnus") entered into Amendment No. 1 (the "Amendment") to that certain option agreement (the "Option Agreement") dated October 6, 2006 by and between FinMetal Mining Oy and Magnus.
Under the original terms of the Option Agreement, FinMetal Mining Oy acquired an option (the "Option") to acquire a 100% interest in and to four different mineral properties located in Finland (namely, Petrovaara, Poskijärvi-Kokka, Rautavaara and Tainiovaara, collectively referred to as the "Properties") held by Magnus, which Option would be earned by FinMetal Mining Oy (i) by paying option payments of 1,000,000 euros in cash for each property (that is, 4,000,000 euros with respect to all four Properties) over a period of four years, to be paid annually at the beginning of each year with respect to each Property as follows: 100,000 euros in the first year, 100,000 euros in the second year, 300,000 euros in the third year, and 500,000 euros in the fourth year, and (ii) by making a work commitment of 1,000,000 euros on each Property (for a total work commitment of 4,000,000 euros), of which 25% must be conducted each year over a period of four years.
Pursuant to the Amendment entered into as of December 28, 2007, the terms of the Option Agreement have been amended as follows:
All other terms and conditions of the Option Agreement remain in full force and effect.
In addition, the parties to the Amendment acknowledged therein that FinMetal Mining Oy decided not to exercise the second year option with respect to each of the Petrovaara and Poskijärvi-Kokka Properties and that full interest in and to such properties (including claims in good standing for at least one year, and all data and information both old and new gathered by FinMetal Mining Oy) shall be transferred to Magnus within one month at FinMetal Mining Oy's expense, and thereafter FinMetal Mining Oy shall have foregone any claim on the Petrovaara and Poskijärvi-Kokka Properties.
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SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements of businesses acquired.
Not applicable.
(b) Pro forma financial information.
Not applicable.
(c) Shell company transactions.
Not applicable.
(d) Exhibits.
Submitted herewith:
|
|
10.1 |
Amendment No. 1 to Option Agreement |
__________
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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.
FINMETAL MINING LTD. |
|
DATE: January 3, 2007. |
By: "Daniel Hunter" |
__________
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AMENDMENT NO. 1
TO OPTION AGREEMENT
THIS AMENDMENT
is dated for reference as of December 28, 2007BETWEEN:
MAGNUS MINERALS OY, a Finnish corporation having an address
for notice and delivery at PL 3, 33211 Tampere, Finland
(the "Optionor")
AND:
FINMETAL MINING OY, a Finish corporation that is a wholly-owned
subsidiary of FINMETAL MINING LTD., a corporation having an
address for notice and delivery at Suite 500, 666 Burrard Street,
Vancouver, British Columbia, Canada V6C 2X8
(the "Optionee")
WHEREAS:
(A) The Optionor and the Optionee entered into a certain option agreement (the "Option Agreement"), dated October 6, 2006, pursuant to which the Optionee acquired an option (the "Option") to acquire a 100% interest in and to four (4) different mineral properties (namely, Petrovaara, Poskijärvi-Kokka, Rautavaara and Tainiovaara, collectively referred to herein as the "Properties") held by the Optionor, as more fully described in the Option Agreement;
(B) Pursuant to the terms of the Option Agreement, the Optionee has the Option to acquire a 100% interest in and to the Properties (i) by paying option payments of 1,000,000 euros in cash for each property (that is, 4,000,000 euros with respect to all four (4) Properties) over a period of four (4) years, to be paid annually at the beginning of each year with respect to each Property as follows: 100,000 euros in the first year, 100,000 euros in the second year, 300,000 euros in the third year, and 500,000 euros in the fourth year, and (ii) by making a work commitment of 1,000,000 euros on each Property (for a total work commitment of 4,000,000 euros), of which 25% must be conducted each year over a period of four (4) years;
(C) FinMetal Mining Ltd. acquired the Optionee as its wholly-owned subsidiary as of November 27, 2006; and
(D) The Optionor and the Optionee wish to amend the Option Agreement accordance with the provision set forth in this Amendment No. 1 thereto (this "Amendment").
NOW THEREFORE THIS AMENDMENT WITNESSES that in consideration of the agreements hereinafter set forth the parties agree that:
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In addition, the parties acknowledge that the Optionee has decided not to exercise the second year option with respect to each of the Petrovaara and Poskijärvi-Kokka Properties and that full interest in and to such properties (including claims in good standing for at least one (1) year, and all data and information both old and new gathered by the Optionee) shall be transferred to the Optionor within one (1) month at the Optionee's expense, and thereafter the Optionee shall have foregone any claim on the Petrovaara and Poskijärvi-Kokka Properties.
IN WITNESS WHEREOF this Amendment has been executed on behalf of the Optionor and the Optionee by their duly authorized officers on the date set out on page one of this Amendment.
The Optionee:
FINMETAL MINING OY
by: FINMETAL MINING LTD.
Per: "Dan Hunter"
Dan Hunter
Director and Chief Executive Officer
The Optionor:
MAGNUS MINERALS OY
Per: "Carl Löfberg"
Carl Löfberg
Managing Director