Item 1.01
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Entry Into a Material Definitive Agreement.
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On July 23, 2018, Silver Bull Resources, Inc. (the “Company”) entered into a series of substantially similar subscription agreements (each, a “Subscription Agreement”) with certain investors providing for the issuance and sale by the Company to the investors, in the initial tranche of a private placement, of an aggregate 21,776,317 units (the “Units”) of the Company at a price of USD$0.13 per Unit for gross proceeds of USD$2,830,921 (the “Private Placement”). Each Unit consists of one share of common stock of the Company (a “Common Share”) and one half of one Common Share purchase warrant (a “Warrant”). Each Warrant entitles the holder thereof to acquire one Common Share at a price of USD$0.16 until the second anniversary of the closing of the Private Placement. Included in the Private Placement amount, is a subscription from a fund managed by a member of the Sprott Group of Companies for 8,100,000 Units.
In the initial tranche of the Private Placement, the Company has agreed to pay aggregate cash commissions of USD$184,070
and issue an aggregate of 1,011,374 non-transferable common share purchase warrants (the “
Finders’ Warrants
”) to various finders, including a member of the
Sprott Group of Companies.
Each Finders’ Warrant entitles the holder to acquire one Common Share for USD$0.14 until the second anniversary of closing of the Private Placement.
All securities to be issued in the Private Placement are subject to a hold period under applicable Canadian securities laws, which will expire four months from the closing date of the Private Placement, and will be restricted securities under U.S. securities laws. The Company relied on the exemption from registration under Section 4(a)(2) of the U.S. Securities Act of 1933, as amended, or Rule 506 of Regulation D, or Regulation S, for purposes of the Private Placement. This Current Report on Form 8-K is not, and shall not be deemed to be, an offer to sell or the solicitation of an offer to buy any of the securities.
The foregoing descriptions of the Subscription Agreements, Warrants and Finders’ Warrants do not purport to be complete and are qualified in their entirety by reference to such agreements, substantially in the form of Subscription Agreement, form of Warrant and form of Finders’ Warrant filed herewith as Exhibits 10.1, 10.2, and 10.3 respectively, to this Current Report on Form 8-K, which are incorporated herein by reference.
Item 3.02
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Unregistered Sales of Equity Securities.
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Reference is made to the disclosure set forth in Item 1.01 of this Current Report on Form 8-K, which disclosure is incorporated by reference into this Item 3.02.
Item 9.01
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Financial Statements and Exhibits.
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(d)
Exhibits
.