0001165527-15-000039.txt : 20150129 0001165527-15-000039.hdr.sgml : 20150129 20150129160240 ACCESSION NUMBER: 0001165527-15-000039 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150127 ITEM INFORMATION: Termination of a Material Definitive Agreement ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20150129 DATE AS OF CHANGE: 20150129 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Lithium Corp CENTRAL INDEX KEY: 0001415332 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATION SERVICES, NEC [4899] IRS NUMBER: 980530295 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-54332 FILM NUMBER: 15558926 BUSINESS ADDRESS: STREET 1: 5976 LINGERING BREEZE ST. CITY: LAS VEGAS STATE: NV ZIP: 89148 BUSINESS PHONE: 775-410-5287 MAIL ADDRESS: STREET 1: 5976 LINGERING BREEZE ST. CITY: LAS VEGAS STATE: NV ZIP: 89148 FORMER COMPANY: FORMER CONFORMED NAME: Utalk Communications Inc. DATE OF NAME CHANGE: 20071016 8-K 1 g7730.txt CURRENT REPORT DATED 1-27-15 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 27, 2015 LITHIUM CORPORATION (Exact name of registrant as specified in its charter) Nevada 000-54332 98-0530295 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 5976 Lingering Breeze Street, Las Vegas NV 89148 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (775) 410-5287 Not applicable (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 1.02 TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT On January 27, 2015, we gave notice to Pathion, Inc., of the termination of the asset purchase agreement entered into on August 15, 2014. The termination of the agreement was due to the failure by Pathion to close the agreement according to the agreed upon schedule in the agreement and the additional extensions provided by our company. ITEM 7.01 REGULATION FD DISCLOSURE On January 28, 2015, we issued a news release with respect to the termination of the asset purchase agreement. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS 99.1 News release dated January 28, 2015 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. LITHIUM CORPORATION /s/ Brian Goss --------------------------------- Brian Goss President and Director Date: January 29, 2015 2 EX-99.1 2 ex99-1.txt PRESS RELEASE DATED 1-28-15 Exhibit 99.1 [LITHIUM CORPORATION LOGO] NEWS RELEASE -------------------------------------------------------------------------------- FOR IMMEDIATE RELEASE OTCQB: LTUM LITHIUM CORPORATION - PATHION ASSET PURCHASE AGREEMENT EXPIRATION Las Vegas, NV - January 28, 2015 - [OTCQB - LTUM] "The Company" announces the expiration of the Asset Purchase Agreement (APA) with Pathion, Inc., due to Pathion's failure to close the agreement according to the agreed upon schedule in the APA and its' extensions. "We have notified Pathion that the agreement has expired" stated company President Brian Goss, "Although this is disappointing to an extent, we feel that Lithium Corporation will ultimately benefit by moving forward with new valuations of our properties that include the news that Telsa's gigafactory, now under construction, will be logistically in close proximity to them. We are currently pursuing multiple opportunities to achieve our goals and remain very excited about the future of the company". For further information with regard to Lithium Corporation, please contact Tom Lewis at Lithium Corporation at (775) 410-2206 or via email at info@lithiumcorporation.com or view our new page at The Investors Hangout http://investorshangout.com/Lithium-Corp-LTUM-63920/ About Lithium Corporation Lithium Corporation is an exploration company based in Nevada devoted to the exploration for new battery related resources throughout North America, looking to capitalize on opportunities within the ever expanding Lithium-Ion and next generation battery markets. The Company maintains a strategic alliance with Altura Mining, an ASX listed coal producer who is currently looking to spin off their coal division into a Singapore listed start-up, and is searching for off-take contracts for its 100% owned world-class Pilgangoora lithium pegmatite property in Western Australia. NOTICE REGARDING FORWARD-LOOKING STATEMENTS This current report contains "forward-looking statements," as that term is defined in Section 27A of the United States Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Statements in this press release which are not purely historical are forward-looking statements and include any statements regarding beliefs, plans, expectations or intentions regarding the future, including but not limited to the construction of the Tesla Motors, Inc. site in northern Nevada for battery manufacturing ", that the proximity of our properties and exploration efforts to the location of the proposed Tesla factory could give us an advantage with respect to establishing a role in their supply chain, that Nevada may become an innovation center for battery research and development, or that this may attract potential future business partners for Lithium Corporation. Actual results could differ from those projected in any forward-looking statements due to numerous factors. Such factors include, among others, the inherent uncertainties associated with mineral exploration and difficulties associated with obtaining financing on acceptable terms. We are not in control of minerals prices and these could vary to make development uneconomic. These forward-looking statements are made as of the date of this news release, and we assume no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those projected in the forward-looking statements. Although we believe that the beliefs, plans, expectations and intentions contained in this press release are reasonable, there can be no assurance that such beliefs, plans, expectations or intentions will prove to be accurate. Investors should consult all of the information set forth herein and should also refer to the risk factors disclosure outlined in our most recent annual report for our last fiscal year, our quarterly reports, and other periodic reports filed from time-to-time with the Securities and Exchange Commission.