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):
February 11, 2015
STANDARD METALS PROCESSING, INC.
(Exact name of registrant as specified in its charter)
| Nevada | 000-14319 | 84-0991764 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| |
| 611 Walnut Street, Gadsden, Alabama 35901 |
| (Address of principal executive offices) |
(888) 960-7347
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:
| ¨ | 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 1.01 | Entry into a Material Definitive Agreement. |
On February 11, 2015, Standard Metals Processing, Inc. (the “Company”) and Tina Gregerson Family Properties, LLC, an entity controlled by a director of the Company, executed an unsecured promissory note (the “Note”). The Note for up to $750,000 will be provided in tranches. Maturity of each tranche is one year from the date of receipt. Interest will accrue at 8% per annum on each tranche. As consideration, the Company agreed to issue common stock purchase warrants for the purchase of up to 250,000 shares of common stock exercisable for seven years at $1.23 per share.
The terms of the Note are consistent with the terms of other unsecured promissory notes previously issued by the Company.
Under the terms of the Note, the Company received $200,000 on February 11, 2015 and $48,000 on February 13, 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.
| Dated: February 23, 2015 | Standard Metals Processing, Inc. |
| | | |
| | | |
| | By: | /s/ Sharon L. Ullman |
| | | Sharon L. Ullman |
| | | Chief Executive Officer |
