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): December 29, 2010
White
Mountain Titanium Corporation
(Exact
Name of Registrant as Specified in Charter)
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NEVADA
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333-129347
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87-057730
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(State
or Other Jurisdiction of Incorporation)
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Commission
File Number
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(IRS
Employer Identification No.)
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Augusto
Leguia 100, Oficina 812, Las Condes, Santiago Chile
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None
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (56 2) 657-1800
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:
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o
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Written
communications pursuant to Rule 425 under the Securities
Act
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange
Act
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange
Act
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange
Act
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Item
3.02
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Unregistered
Sales of Equity Securities
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The unit
offering by White Mountain Titanium Corporation closed on December 30, 2010,
with a total of $3,500,000 in gross proceeds. In addition to the
initial sale of 4,635,385 units reported by the Company in its report on Form
8-K filed with the Commission on December 20, 2010, the Company sold an
additional 749,231 units for additional gross proceeds of $487,000 and also
issued an additional 187,310 warrants to 21 accredited
investors. These additional securities were issued without
registration under the Securities Act by reason of the exemptions from
registration afforded by the provisions of Section 4(2) of the Securities Act,
and Rule 506 promulgated thereunder. Each person acknowledged
appropriate investment representations with respect to the sales and consented
to the imposition of restrictive legends upon the certificates representing the
shares and warrants. They did not enter into the transaction with the
Company as a result of or subsequent to any advertisement, article, notice, or
other communication published in any newspaper, magazine, or similar media or
broadcast on television or radio, or presented at any seminar or
meeting. Each investor was afforded the opportunity to ask questions
of the Company’s management and to receive answers concerning the terms and
conditions of the offering. The Company paid $38,960 in selling
commissions based upon the additional $487,000 of proceeds in this offering to a
licensed selling agent, Chelsea Financial Services, and granted non-transferable
warrants to the selling agent to purchase 59,939 shares at a price of $0.65 per
share exercisable until December 16, 2013.
With the
sales of the additional units as set forth above, the Company currently has
outstanding 49,766,628 shares of its common stock.
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Item
5.02
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Departure
of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain
Officers.
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On
December 29, 2010, our Board of Directors approved issuance of 490,000 shares to
a total of 13 persons under our compensation pool. These included
grants of 50,000 shares each to John May and Wei Lu, two of our directors;
grants of 30,000 shares each to Howard Crosby, a director, and Charles E.
Jenkins, our CFO; 80,000 shares each to Michael P. Kurtanjek, our President, and
Brian Flower, our Chairman. In addition, our board granted
performance bonuses of 400,000 shares each to Messrs Kurtanjek and Flower in
recognition of their successful efforts to develop a process design for rutile
concentrate, to secure letters of intent for off-take agreements for rutile
concentrate, to license a new titanium metal technology, and to keep the company
funded.
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.
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White
Mountain Titanium Corporation
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Date: January
13, 2011
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By:
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/s/ Brian Flower | |
| Brian Flower Chairman | |||
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