-----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, IMxRc3PUTsETGnpLKOLP0SGpOZAx6rucei09BZzatmgiyk8oARNzJ1yLhCb3cbad fqsbvxZg7Jjr9bq/DqRuDA== 0001144204-08-053855.txt : 20080922 0001144204-08-053855.hdr.sgml : 20080922 20080922122045 ACCESSION NUMBER: 0001144204-08-053855 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060919 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080922 DATE AS OF CHANGE: 20080922 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: 081081872 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 v126969_8k.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): September 19, 2008


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)
 
55402-8773
(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))


 
 
 


On September 19, 2008, Wits Basin Precious Minerals Inc. (the “Registrant”) received an additional $300,000 advance on that certain Convertible Promissory Note (the “Note”) issued August 22, 2008 to London Mining, Plc, a United Kingdom corporation (“LM”).

On August 22, 2008, the Registrant entered into a financing arrangement with LM, pursuant to which the Registrant issued to LM the Note in the principal amount of $1,000,000. Together with the initial $500,000 advance from LM under the Note on August 27, 2008, the outstanding principal balance of the Note was $800,000 as of September 19, 2008. The Note is convertible at the option of LM at any time into shares of Registrant’s common stock at a conversion price of $0.20 per share (as appropriately adjusted for any splits, combinations or like events relating to the common stock). The Registrant’s obligations under the Note are unsecured and the Note accrues interest at a rate of 8% per annum with such interest payable with the principal balance on the earlier of (i) the closing of the acquisition of Nanjing Sudan Mining Co. Ltd., Maanshan Zhaoyuan Mining Co. Ltd., Maanshan Xiaonanshan Mining Co. Ltd., and their related assets (collectively, the “PRC Properties”) or (ii) August 22, 2009. The Registrant disclosed the details of the acquisition of the PRC Properties in a Current Report on Form 8-K filed on August 22, 2008.
 
The Registrant disclosed the entry into the financing and terms of the Note in a Current Report on Form 8-K filed on August 29, 2008, which is incorporated herein by reference.

 
Item 9.01 Financial Statements and 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: September 22, 2008 By:   /s/ Mark D. Dacko
 
Mark D. Dacko
  Chief Financial Officer
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