LIGHTBRIDGE Corp 8-K, filed Dec 9, 2021
LIGHTBRIDGE Corp (LTBR)
About this 8-K
LIGHTBRIDGE Corp filed this 8-K on December 9, 2021, reporting on events of December 3, 2021.
Items reported
- Item 3.02: Unregistered sale of equity
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CURRENT REPORT
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Item 3.02 Unregistered Sales of Equity Securities.
On December 3, 2021, Lightbridge Corporation (the “Company”) entered into a series of Exchange Agreements (the “Exchange Agreements”) with holders (the “Holders”) of the Company’s Series B convertible preferred stock (the “Series B Shares”).
Pursuant to the Exchange Agreements, the Holders agreed to exchange all outstanding Series B Shares held by the Holders for shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), at an exchange rate equal to the sum of the liquidation preference of the Series B Shares and the accrued and unpaid dividends thereon, or approximately $5.2 million, divided by the greater of (i) $10.00, or (ii) 85% of the most recent closing price for the Common Stock on the Nasdaq Capital Market before the date of closing (the “Exchange”). The Company agreed to issue an aggregate of 522,244 shares of Common Stock to the Holders in exchange for all 2,666,667 issued and outstanding Series B Shares, at a stock price of $10.00 per share of Common Stock.
The Exchange was effected without registration under the Securities Act of 1933, as amended, pursuant to the exemption from registration set forth in Section 3(a)(9) of the Securities Act.
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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.
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Dated: December 9, 2021 | By: | /s/ Seth Grae |
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| Name: | Seth Grae |
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| Title: | President and Chief Executive Officer |
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