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) April 15, 2011
First American Silver Corp.
(Exact name of registrant as specified in its charter)
Nevada 333-157515 98-0579157
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
10900 N.E. 4th Street, Suite 2300, Bellevue, Washington, USA 98004
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (425) 698-2030
n/a
(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
ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES
On April 15, 2011, we entered into a mining lease and option to purchase
agreement (the "Option Agreement") with Pyramid Lake LLC and Anthony A. Longo
(collectively, the "Owner") on an ongoing basis expiring April 15, 2031.
The Owner holds interest in certain unpatented mining claims in Esmeralda County
(the "Property"), Nevada, which claims are more particularly described in the
Option Agreement attached hereto as Exhibit 10.1.
In order for us to exercise the option and acquire the Property, we are required
to make the following payments to the Owner:
Date Payment Amount
---- --------------
April 15, 2011 $ 30,000
April 15, 2012 $ 40,000
April 15, 2013 $ 50,000
April 15, 2014 $ 60,000
April 15, 2015 $ 70,000
April 15, 2016 $ 80,000
April 15, 2017 $ 90,000
April 15, 2018 $100,000
April 15, 2019 - April 15, 2031 $100,000*
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* Commencing April 15, 2019, the amount of the payments will be increased
(and never decreased) for inflation.
In addition to the payments described above, pursuant to the terms of the Option
Agreement, we issued an aggregate of 100,000 restricted shares of our common
stock to the Owner, upon execution of the Company. Furthermore, the Owner will
retain a production royalty of three percent (3%) of the net smelter returns.
These securities were issued to two (2) U.S. investors based on exemptions from
registration found in Section 4(2) of the Securities Act of 1933, as amended.
ITEM 9.01 FINANCIAL STATEMENT AND EXHIBITS
10.01 Option Agreement between the Company, Pyramid Lake LLC and Anthony A.
Longo, dated April 15, 2011
SIGNATURES
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.
FIRST AMERICAN SILVER CORP.
/s/ Thomas J. Menning
--------------------------------
Thomas J. Menning
President and director
Date: May 16, 2011
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