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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: March 9, 2010
(Date of earliest event reported: March 1, 2010)
AMERILITHIUM CORP.
(Exact name of registrant as specified in its charter)
Nevada 333-155059 applied for
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
Pembroke House
Upper Pembroke Street
Dublin 2, Republic of Ireland
(Address of principal executive offices (zip code)
353 (0) 1 234 2528
(Registrant's telephone number, including area code)
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 (see General Instruction A.2. below):
___ 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))
2
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On March 1, 2010, the registrant entered into an asset purchase
agreement with Power Mining Ventures, Inc. Pursuant to the agreement,
Power Mining sold a 100% net revenue interest in certain mineral lease
interests for the exploration of minerals in the Athena Lithium Brine
Project located in Alberta, Canada. Additionally, Power Mining
pledged a 2% Net Smelter Return Royalty on the property to a third
party. 1% of which can be purchased for $1,000,000. The NSR will be
payable upon commencement of commercial production, at which time a
more formal agreement concerning NSR will be entered into. The
registrant issued 300,000 restricted common shares for the lease
interests.
ITEM 2.01 COMPLETION OF ACQUISITIION OR DISPOSITION OF ASSETS
The transaction described in Item 1.01 closed on March 1, 2010.
ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES
Pursuant to the asset purchase agreement, the registrant issued Power
Mining 300,000 restricted common shares. The common shares were issued
pursuant to an exemption under Section 4(2) of the Securities Act of
1933.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
Exhibit 10 - Asset Purchase Agreement dated March 1, 2010
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.
Dated: March 9, 2010
AMERILITHIUM CORP.
By: /s/Matthew Worrall
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Name: Matthew Worrall
Title: Corporate Officer