-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NI4Kof5kWwLWmoEg9mW6j9PXYavNIrTW7V36reFFKrGoN/cTbm+IVGwpk8OrYD3S BNxOwAGGwoNsDliGAyX0CQ== 0001144204-05-038521.txt : 20051201 0001144204-05-038521.hdr.sgml : 20051201 20051201161511 ACCESSION NUMBER: 0001144204-05-038521 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20051129 ITEM INFORMATION: Material Modifications to Rights of Security Holders ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051201 DATE AS OF CHANGE: 20051201 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WITS BASIN PRECIOUS MINERALS INC CENTRAL INDEX KEY: 0000912875 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 841236619 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12401 FILM NUMBER: 051237906 BUSINESS ADDRESS: STREET 1: 80 SOUTH 8TH STREET STREET 2: SUITE 900 CITY: MINNEAPOLIS STATE: MN ZIP: 55402 BUSINESS PHONE: (612)349-5277 MAIL ADDRESS: STREET 1: 80 SOUTH 8TH STREET STREET 2: SUITE 900 CITY: MINNEAPOLIS STATE: MN ZIP: 55402 FORMER COMPANY: FORMER CONFORMED NAME: ACTIVE IQ TECHNOLOGIES INC DATE OF NAME CHANGE: 20010702 FORMER COMPANY: FORMER CONFORMED NAME: METEOR INDUSTRIES INC DATE OF NAME CHANGE: 19960313 8-K 1 v030791_8-k.htm

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): November 29, 2005


WITS BASIN PRECIOUS MINERALS INC.
(Exact Name of Registrant as Specified in Charter)



Minnesota
(State or Other Jurisdiction
of Incorporation)
1-12401
(Commission
File Number)
84-1236619
(IRS Employer
Identification No.)


80 South 8th Street, Suite 900
Minneapolis, Minnesota
(Address of Principal Executive Offices)
 
55402
(Zip Code)


612.349.5277
(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 filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 
 


Item 3.03. Material Modifications to Rights of Security Holders.

On November 29, 2005, the Registrant’s Board of Directors (the “Board”) authorized an extension to the 690,000 Class A redeemable publicly traded warrants (the “Redeemable Warrants”) which currently trade under the OTC Bulletin Board symbol WITMW. The Board has authorized an extension in the expiration date to November 30, 2007 from the previous extended date of November 30, 2005.

The terms of the Redeemable Warrants are as follows: each warrant represents the right to purchase one (1) share of the Registrant’s common stock, $0.01 par value, at an exercise price of $7.15 per share until November 30, 2007. The warrants are redeemable by the Registrant at a redemption price of $0.10 per redeemable warrant at any time on 30 days’ notice, provided that the market price of its common stock equals or exceeds $8.25 per share for 10 consecutive trading days ending within 20 days prior to the notice of redemption.

Additionally, the Board authorized an extension to 4,299,850 private warrants (the “Private Warrants”) issued in connection with the Registrant’s October 2003 private placement. The common stock underlying the Private Warrants is currently available for resale under a base Prospectus dated May 4, 2005. The Private Warrants were originally due to expire in October 2004, but were extended by the Board to October 2005 and further extended to expire on November 30, 2005. The Board has authorized an extension in the expiration of the Private Warrants from the previous extended dates until March 31, 2006.

The terms of the Private Warrants are as follows: each warrant represents the right to purchase one (1) share of the Registrant’s common stock, $0.01 par value, with exercise prices from $0.25 to $0.75 per share, until March 31, 2006. The warrants are redeemable by the Registrant at a redemption price of $0.01 per redeemable warrant at any time on 10 days’ notice, provided that the market price of its common stock equals or exceeds $0.75 per share for 10 consecutive trading days.
 

Item 9.01.   Financial Statements and Exhibits.

(c) Exhibits:

None




SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
     
  Wits Basin Precious Minerals Inc.
 
 		  
 		  
 
Date: December 1, 2005 By:   /s/ Mark D. Dacko
 
Mark D. Dacko
  Chief Financial Officer
 

 
 
 
 
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