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 2, 2014
| WESTMOUNTAIN GOLD, INC. |
| |
| (Exact name of registrant as specified in its charter) |
| Colorado | 000- 53028 | 26-1315498 |
| (State or Other Jurisdiction | (Commission | (IRS Employer |
| of Incorporation) | File Number) | Identification No.) |
| | |
| 120 E Lake St. Ste. 401 Sandpoint, ID | |
| (Address of Principal Executive Offices) | |
(208) 265-1717
| Registrant’s Telephone Number, Including Area Code |
| |
| |
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))
SECTION 2 – FINANCIAL INFORMATION
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On June 2, 2014, the Company received the Amendment to Loan and Note Modification Agreement dated as of May 27, 2014 (the “Amendment to Loan Modification Agreement”) between the Company and BOCO Investments, LLC (“BOCO”) executed by BOCO. The Amendment to Loan Modification Agreement modifies three Loan Agreements, Security Agreements and related Promissory Notes between the Company and BOCO (collectively, the “Loan Documents”) that are in default and extends the maturity date of the debt to December 31, 2015, subject to the fulfilment of certain conditions pertaining to an anticipated debt-equity offering by the Company (the “Debt-Equity Offering”). The deadline for meeting these conditions has been extended to June 30, 2014.
The Amendment to Loan Modification Agreement also clarifies the amount of debt owed by the Company to a related party vendor, Minex Exploration. The agreement of Minex and the Company to convert $400,000.00 of the amount owed to Minex Exploration into shares of the Company’s common stock at a price per share of $0.45 (the “Minex Conversion”) remains unchanged.
Upon completion of the Minex Conversion and upon the fulfilment of certain conditions pertaining to the Debt- Equity Offering, the Company and BOCO have agreed: (i) to provide for the payment and/or conversion of portions of the outstanding Promissory Notes, including all accrued interest thereon, in shares of common stock of the Company; (ii) to extend and re-price some of the warrants previously issued to BOCO in connection with the Loan Documents; (iii) to issue new, additional warrants to BOCO; and (iv) to provide for the investment of additional funds by BOCO in the Debt-Equity Offering.
No assurances can be given as to the Company’s ability to meet the conditions set forth in the Amendment to Loan Modification Agreement for the payment or conversion of the Promissory Notes or the extension of the maturity date. In addition, no assurances can be given that the Company will raise any or all of the funds sought in its Debt-Equity Offering.
| Item 9.01. | Financial Statements and Exhibits. |
| Exhibit No. | | Description |
| | | |
| 99.1 | | Amendment to Loan and Note Modification Agreement |
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.
| | WESTMOUNTAIN GOLD, INC. | |
| | | | |
| By: | /s/ Gregory Schifrin | |
| | Name: | Gregory Schifrin | |
| | Title: | Chief Executive Officer | |
| | | | |
