Current Report Filing (8-k)
November 02 2012 - 5:12AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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)
November 1, 2012
SEARCHLIGHT
MINERALS CORP.
(Exact Name of Registrant as Specified in
Its Charter)
Nevada
(State or Other Jurisdiction of Incorporation)
000-30995
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98-0232244
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(Commission File Number)
|
(IRS Employer Identification No.)
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#120 - 2441 West Horizon Ridge Pkwy.
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Henderson, Nevada
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89052
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(Address of Principal Executive Offices)
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(Zip Code)
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(702)
939-5247
(Registrant's Telephone Number, Including
Area Code)
(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))
Item 3.03 Material
Modification to Rights of Security Holders.
Amendments to Certain
Outstanding Common Stock Purchase Warrants
On November 1, 2012, our
Board of Directors unilaterally determined to amend certain of our outstanding common stock purchase warrants to purchase up to
an aggregate of 13,828,212 shares of common stock to extend their expiration dates through and including November 12, 2013. The
terms and conditions of these warrants remain the same in all other respects. Prior to the amendments, these warrants were set
to expire on November 12, 2012. These warrants were issued in connection with our February 23, 2007, March 22, 2007, December 26,
2007, February 7, 2008 and November 12, 2009 private placements, and constitute 100% of the outstanding warrants issued by us in
connection with our prior financing private placements.
Item 7.01 Regulation
FD Disclosure.
Press Release
On November 1, 2012, we
issued a press release, which is attached hereto as Exhibit 99.1. The information contained in the press release attached hereto
is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), or otherwise subject to the liability of that Section, and shall not be incorporated by reference
into any registration statement or other document filed under the Securities Act or the Exchange Act, except as shall be expressly
set forth by specific reference in such filing.
Item 9.01 Financial
Statements and Exhibits.
Exhibit 99.1 Press
Release, dated November 1, 2012, issued by Searchlight Minerals Corp.
2
SIGNATURE
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.
Dated: November 2, 2012
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SEARCHLIGHT MINERALS
CORP.
|
|
|
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By:
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/s/ Martin B. Oring
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|
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Martin B. Oring
President
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3
EXHIBIT INDEX
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|
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Exhibit No.
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Description
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Exhibit 99.1
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Press Release, dated November 1, 2012, issued by Searchlight Minerals Corp.
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