UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Item 1.01. Entry into a Material Definitive Agreement.
As of June 17, 2024, Liberty Star Uranium & Metals Corp. (the “Company”) entered into an unsecured interest-bearing Promissory Note with 1800 Diagonal Lending LLC. (“1800 Diagonal”). Pursuant to the terms of the Agreement, the Company issued a promissory note (the “Note”) to 1800 Diagonal in the principal amount of $79,200. Effective June 13, 2024, the Company issued the Note to 1800 Diagonal consistent with the terms of the Note, and default Securities Purchase Agreement. The Note bears interest at 10%, with a 16.67% Original Issue Discount and matures on March 15, 2025. Pursuant to the terms of the Note, the outstanding principal and accrued interest on the Note shall be paid in 4 set monthly cash payments beginning six months from the effective date. The note may be prepaid with no penalty. The note allows an event of default which may be convertible into shares of the Company’s common stock as set forth therein.
The foregoing descriptions of the Note and the Securities Purchase Agreement and of all of the parties’ rights and obligations under the Note and the Securities Purchase Agreement are qualified in its entirety by reference to the Note and the Securities Purchase Agreement, copies of which are filed as Exhibits 3.48 and 3.49 respectively to this Current Report on Form 8-K, and of which are incorporated herein by reference.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth above in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
The exhibits listed in the following Exhibit Index are furnished as part of this Current Report on Form 8-K.
| Exhibit No. | Description | |
| 3.48 | Promissory Note issued to 1800 Diagonal Lending LLC dated June 13, 2024. | |
| 3.49 | Securities Purchase Agreement (default) dated as of June 13, 2024, by and between the registrant and 1800 Diagonal Lending LLC. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| LIBERTY STAR URANIUM & METALS CORP. | |
| Dated: June 18, 2024 | /s/ Patricia Madaris |
| Patricia Madaris, VP Finance & CFO |