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EX-99 - EX 99.1 PRESS RELEASE - U.S. Lithium Corp.rostock8k051210ex991.htm
EX-10 - EX 10.1 ASSIGNMENT AGREEMENT - U.S. Lithium Corp.rostock8k051210ex101.htm

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): May 10, 2010


ROSTOCK VENTURES CORP.

(Exact name of registrant as specified in its charter)

 

Nevada

  

333-144944

  

98-0514250

(State or other jurisdiction

  

(Commission File Number)

  

(IRS Employer

of Incorporation)

  

  

  

Identification Number)

  

  

  

  

  

  

  

3033 Fifth Avenue, Suite 201

San Diego, CA 92103

  

  

  

  

(Address of principal executive offices)

  

  

  

  

619-399-3090

  

  

  

  

(Registrant’s Telephone Number)

  

  

 

(Former name or former address, if changed since last report)


Copy of all Communications to:

Wade D. Huettel

Carrillo Huettel, LLP

3033 Fifth Avenue, Suite 201

San Diego, CA 92103

phone: 619.399.3090

fax: 619.330.1888


    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 communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


         .   Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 






ITEM 1.01            ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT


Assignment Agreement


On May 10, 2010, Rostock Ventures Corp. (the “Company”) acquired the rights to an exploration license for approximately 300 hectares located in Hants County, Nova Scotia Canada in an area generally known as the Central Rawdon Mines (the "Exploration Property") from Marino Specogna in exchange for $3,000.


The foregoing summary description of the terms of the Agreement may not contain all information that is of interest. For further information regarding the terms and conditions of the Agreement, reference is made to such agreement, which is filed as Exhibit 10.1 hereto, and is incorporated by reference.


Forward-Looking Statements


This Current Report on Form 8-K includes statements that may constitute “forward-looking” statements, usually containing the words “believe”, “estimate”, “project”, “anticipate”, “expect” or similar expressions. These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements inherently involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements.


ITEM 7.01

ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

 

On May 12, 2010, the Company announced that it had acquired the Exploration Property.

 

Limitation on Incorporation by Reference.


In accordance with General Instruction B.2 of Form 8K, the information in this Form 8K furnished pursuant to Item 7.01 shall not be deemed to be "filed" for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Exchange Act or Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.



ITEM 9.01           FINANCIAL STATEMENTS AND EXHIBITS.

 

(a) Not applicable

 

(b) Not applicable

 

(c) Not applicable

 

(d) Exhibits.



 

 

 

Exhibit No.

 

Description

10.1

 

Assignment Agreement by and between the Company and Marino Specogna

99.1

 

Press Release dated May 12, 2010

 




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 thereunto duly authorized.


 

 

Date: May 12, 2010

Rostock Ventures Corp.

  

  

  

By:  /s/ Luis Carrillo

 

  

Luis Carrillo,

  

 

President & CEO