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EX-99.1 - EXHIBIT 99.1 - Li3 Energy, Inc.v317812_ex99-1.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):  June 30, 2012

 

Li3 Energy, Inc.

(Exact name of registrant as specified in its charter)

 

Nevada 333-127703 20-3061907
(State or Other Jurisdiction (Commission File (I.R.S. Employer
of Incorporation) Number) Identification Number)

 

Marchant Pereira 150

Of. 803

Providencia, Santiago de Chile

Chile

(Address of principal executive offices, including zip code)

 

+56 (2) 896-9100

(Registrant’s telephone number, including area code)

 

Copy to:

Adam S. Gottbetter, Esq.

Gottbetter & Partners, LLP

488 Madison Avenue, 12th Floor

New York, NY  10022

Phone:  (212) 400-6900

 

 

Not applicable

(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 (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))

 

 
 

 

This report and its exhibits contain “forward-looking statements.” All statements other than statements of historical facts included in this report and its exhibits, including without limitation, statements regarding our financial position, estimated working capital, business strategy, the plans and objectives of our management for future operations and those statements preceded by, followed by or that otherwise include the words “believe,” “expects,” “anticipates,” “intends,” “estimates,” “projects,” “target,” “goal,” “plans,” “objective,” “should,” or similar expressions or variations on such expressions are forward-looking statements. We can give no assurances that the assumptions upon which the forward-looking statements are based will prove to be correct. Because forward-looking statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by the forward-looking statements. There are a number of risks, uncertainties and other important factors that could cause our actual results to differ materially from the forward-looking statements, including, but not limited to: the results of initial exploration, and the determination by us and POSCAN of whether to pursue any of the contemplated transactions; our ability to raise additional capital to complete exploration, development and commercialization of the Maricunga Project and other opportunities; future findings and economic assessment reports; our ability to obtain the necessary operating permits and environmental approvals; our ability to identify appropriate corporate acquisition and/or joint venture opportunities in the lithium mining sector and to establish the technical and managerial infrastructure and raise the required capital to take advantage of, and successfully participate in, such opportunities; future economic conditions; political stability; and lithium prices. For further information about certain risks we face, see “Risk Factors” in Amendment No. 7 to our Registration Statement on Form S-1/A, filed with the Securities and Exchange Commission on March 6, 2012.

 

Except as otherwise required by the federal securities laws, we disclaim any obligations or undertaking to publicly release any updates or revisions to any forward-looking statement contained in this Report to reflect any change in our expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.

 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

 

As previously disclosed, we had entered into a Contractor Services Agreement, dated as of November 23, 2011 (the “Agreement”), with R&M Global Advisors, Inc. (“Contractor”), an entity controlled by Eric E. Marin, our Interim Chief Financial Officer. As of June 30, 2012, we entered into Amendment No. 1 to the Agreement (the “Amendment”) with Contractor. Pursuant to the Amendment, Contractor and we mutually agreed to terminate Eric E. Marin’s services as our Interim Chief Financial Officer at the close of business on June 30, 2012. Contractor may continue to provide certain services to us at an hourly rate under the Agreement, as amended.

 

The foregoing is a summary of the principal terms of the Amendment and is qualified in its entirety by the detailed provisions thereof, a copy of which is filed as an exhibit to this Current Report and is incorporated herein by reference.

 

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Item 9.01     Financial Statements and Exhibits

 

(d) Exhibits

 

The following Exhibits are being filed with this Report.

 

Exhibit Description
   
99.1 Amendment No. 1 to Contractor Services Agreement, dated as of June 30, 2012, between the Company and R&M Global Advisors, Inc.

 

 

 

[Signature page follows.]

 

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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.

 

  Li3 Energy, Inc.
     
     
Dated:  July 5, 2012 By: /s/ Luis Saenz
    Name:  Luis Saenz
    Title:  Chief Executive Officer

 

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