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
March 20, 2013
Date of Report (Date of
earliest event reported)
NORD RESOURCES CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE |
0-08733 |
85-0212139 |
(State or other jurisdiction of |
(Commission File Number) |
(IRS Employer Identification No.) |
incorporation) |
1 West Wetmore Road, Suite 203 |
|
Tucson, Arizona |
85705 |
(Address of principal executive offices) |
(Zip Code) |
520-292-0266
Registrant's telephone
number, including area code
__________________________________________________________
(Former name or former address, if changed since last report)
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)) |
TABLE OF CONTENTS
Item | Description |
1.01 | Entry Into a Material Definitive Agreement |
9.01 | Financial Statements and Exhibits |
2.
SECTION 1 REGISTRANTS BUSINESS AND OPERATIONS
Item 1.01 Entry Into a Material Definitive Agreement
On March 20, 2013, Nord Resources Corporation (the Corporation) entered into an amending agreement (the Amendment) with Red Kite Master Fund Limited (Red Kite). The Amendment amends the Corporations existing cathode sales agreement (the Sales Agreement) with Red Kite, which was disclosed in the Corporations Current Report on Form 8-K as filed with the U.S. Securities and Exchange Commission on January 4, 2013.
The key amendment to the Sales Agreement is that the term has been extended from March 31, 2013 until June 30, 2013. After June 30, 2013, the Sales Agreement is renewable by mutual agreement of both parties.
SECTION 9 FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
Exhibit No. | Exhibit |
99.1 | News release dated March 21, 2013** |
** Filed herewith.
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.
NORD RESOURCES CORPORATION
By: | ||
DATE: March 21, 2013 | /s/ Wayne M. Morrison | |
Wayne M. Morrison | ||
Chief Executive Officer |
3.
NEWS RELEASE
For Immediate Release
Nord Resources Announces Extension Copper Sales Agreement
TUCSON, AZ, March 21, 2013 Nord Resources Corporation (OTC Pink Market: NRDS), which is producing copper at its Johnson Camp Mine in Arizona, today announced that it has amended its copper cathode sales agreement with Red Kite Master Fund Limited for 100% of the production from the Johnson Camp Mine, to extend its termination date from March 31, 2013 to June 30, 2013.
After June 30, 2013, the agreement is renewable by mutual agreement of both parties. Pursuant to the agreement, Red Kite accepts delivery of the cathodes at the Johnson Camp Mine, and pricing is based on the COMEX price for highgrade copper on the date of sale.
In July 2010, Nord suspended mining new ore at the Johnson Camp Mine as it sought financing to permit the company to restructure its debt and provide additional capital for constructing a new leaching pad. It continues to leach copper from the material previously placed on the existing three pads on its property, processing it through the Johnson Camp Mines SX-EW plant. As expected, the level of copper production and sales continue to decline at a steady rate.
About Nord Resources
Nord Resources Corporation is producing copper at the Johnson Camp Mine, the companys primary asset, which is located in Dragoon, Arizona, approximately 65 miles east of Tucson. For further information, please visit our website at nordresources.com.
Forward-Looking Statements
All statements in this release, other than those of historical facts, may be considered to be forward-looking.
Nords continuation as a going concern is dependent upon its ability to refinance the obligations under its Credit Agreement with Nedbank, the Copper Hedge Agreement with Nedbank Capital and its unsecured note payable to Fisher Sand & Gravel Company, raise additional capital, and on its ability to produce copper to sell at a level where the company becomes profitable and generates cash flows from operations. To succeed, Nord must be able to proceed with its plans to build additional leach pad capacity, resume full operations, and achieve its operating plan. If management cannot achieve its operating plan because of the company’s inability to obtain the required financing, or because of sales shortfalls, a reduction in copper prices, or other unfavorable events, the company may find it necessary to dispose of assets, or undertake other actions as may be appropriate.
Nord's business and operations are subject to the risk factors set forth in Nord's most recent Form 10-K and other SEC filings which are available through EDGAR at www.sec.gov, and in Nord's prospectus and other filings with the British Columbia and Ontario Securities Commissions, which are available through SEDAR at www.sedar.com. Nord assumes no obligation to update the forward-looking statements except as may be required by law.
For further information:
Wayne Morrison
Chief Executive Officer and Chief Financial Officer
Nord Resources Corporation
(520) 292-0266
www.nordresources.com
Investor and Media Relations
Richard Wertheim
Wertheim + Company Inc.
(416) 594-1600 ext.223
or
(416) 518-8479 (cell)
or by email at wertheim@wertheim.ca