PROSPECTUS SUPPLEMENT NO. 17 | Filed Pursuant to Rule 424(b)(3) |
To Prospectus dated April 17, 2014 | Registration No. 333-186039 |
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PROSPECTUS |
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17,793,802 Shares of Common Stock |
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This Prospectus Supplement supplements the Prospectus dated April 17, 2014 (the “Prospectus”), relating to the offer and sale by the selling security holders identified in the Prospectus of up to 17,793,802 shares of common stock of Ireland Inc. (the “Company”).
This Prospectus Supplement includes the Company’s Form 8-K filed with the Securities and Exchange Commission on April 16, 2015.
The information contained in the report included in this Prospectus Supplement is dated as of the period of such report. This Prospectus Supplement should be read in conjunction with the Prospectus dated April 17, 2014. This Prospectus Supplement is qualified by reference to the Prospectus except to the extent that the information in this Prospectus Supplement updates and supersedes the information contained in the Prospectus dated April 17, 2014.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy of this Prospectus. Any representation to the contrary is a criminal offense.
This Prospectus Supplement No. 17 is Dated April 17, 2015
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
April 10, 2015
Date of Report (Date of earliest event reported)
IRELAND INC.
(Exact name of registrant as specified in its charter)
NEVADA | 000-50033 | 91-2147049 |
(State or other jurisdiction of | (Commission File Number) | (IRS Employer Identification No.) |
incorporation) | | |
2360 West Horizon Ridge Parkway, Suite 100 | |
Henderson, NV | 89052 |
(Address of principal executive offices) | (Zip Code) |
(702) 932-0353
Registrant's telephone number, including area code
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:
____ 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 3.02 UNREGISTERED SALES OF EQUITY SECURITIES.
Effective April 10, 2015, the following executive officers and directors of Ireland Inc. (the “Company”) subscribed for special warrants (the “2015 Special Warrants”) on the same terms and conditions as the Company’s recently completed 2015 Special Warrant Offering:
Name | Position | No. of 2015 Special Warrants |
Steve A. Klein | Director | 100,000 |
Douglas D.G. Birnie | CEO, President, Secretary and Director | 250,000 |
Each 2015 Special Warrant was purchased at a price of $0.20 per 2015 Special Warrant for total gross proceeds of $70,000.
A description of the terms and conditions of the 2015 Special Warrants are provided in our Annual Report on Form 10-K, filed on March 30, 2015 and in our Report on Form 8-K, filed on March 26, 2015.
ITEM 8.01 OTHER EVENTS
Effective March 31, 2015, the holders of an aggregate of 8,075,000 special warrants (the “2014 Special Warrants”) issued by Ireland Inc. (the “Company”) in March 2014 delivered notice of their intention to exercise their right to convert their 2014 Special Warrants into Common Stock Equivalents offered in a Subsequent Equity Financing (as those terms are defined under the terms and conditions of the 2014 Special Warrants). The converting 2014 Special Warrant Holders intend to convert their 2014 Special Warrants into the special warrants offered and sold by the Company in February and March of 2015 (the “2015 Special Warrants”). As the subscription price for the 2014 Special Warrants and the 2015 Special Warrants were both $0.20 per special warrant, the 2014 Special Warrants were converted into 2015 Special Warrants on a 1:1 basis without the payment of any additional consideration.
Also effective on March 31, 2015, a total of 1,600,000 2014 Special Warrants were automatically converted into units (each a “Unit”) on a 1:1 basis. Each Unit issued consisted of one share of the Company’s common stock and one share purchase warrant entitling the holder to purchase one additional share of the Company’s common stock at a price of $0.40 per share, expiring on March 29, 2019.
The 8,075,000 2014 Special Warrants being converted into 2015 Special Warrants, and the 1,600,000 2014 Special Warrants converted into shares of common stock and share purchase warrants, represent all of the outstanding 2014 Special Warrants.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
Exhibit Number | | Description of Exhibit |
4.1 | | Form of Special Warrant.(1) |
4.2 | | Form of Unit Warrant.(1) |
10.1 | | Form of Special Warrant Subscription Agreement.(1) |
(1) Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on March 4, 2015.
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 hereunto duly authorized.
| | IRELAND INC. |
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Date: April 16, 2015 | By: | /s/ Douglas D.G. Birnie |
| | Name: Douglas D.G. Birnie |
| | Title: CEO and President |