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)
May 6,
2011
LAKE VICTORIA MINING COMPANY,
INC.
(Exact name of registrant as specified in its
charter)
Nevada
(State or other jurisdiction of
incorporation)
000-53291
(Commission File Number)
Not Applicable
(IRS Employer
Identification No.)
Suite 810 675 West Hastings Street, Vancouver, British
Columbia V6B 1N2
(Address of principal executive offices and
Zip Code)
(604) 681-9635
Registrants telephone number, including area code
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))
2
Item 1.01 Entry into a Material Definitive Agreement.
Option Agreements
On May 6, 2011, Lake Victoria Mining Company, Inc. (the
Company) entered into four option and joint venture agreements with Otterburn
Ventures Inc. (Otterburn) (collectively the
Agreements
),
pursuant to which the Company granted Otterburn the right (the Options) to
acquire up to an undivided 70% interest in and to certain primary mining
licenses and prospecting licenses owned by the Company known as the Singida Gold
Project, North Mara Gold Project, Kalemela Gold Project and Geita Gold Project
(collectively the
Properties
)
subject to Otterburn incurring
certain expenditures on the Properties, issuing a certain number of its common
shares, and making certain cash payments as further outlined below.
Closing of the Options is subject to the completion of a due
diligence investigation of the title and environmental condition of the
Properties to the satisfaction of Otterburn by May 20, 2011. Otterburn is under
no obligation to make any cash payments or issue any common shares to Lake
Victoria until the satisfactory completion of the due diligence investigation,
other than payment of a deposit for each Property (as described below) which is
due and payable by May 13, 2011. Otterburn may terminate the contract at any
time prior to earning the 70% interest in any of the Properties. In the event of
a termination of the Agreements by Otterburn, Otterburn will have no further
right or interest in the Property and no further obligations under the
Agreement. The Company may only terminate the Agreement if there is a default by
Otterburn under the Agreement which has not been cured within the permitted time
periods as further set out in the Agreements. There can be no assurance that the
Options will be completed as proposed or at all.
In the event Otterburn exercises the Options and earns a 70%
interest in any Property, the parties are deemed to enter into a joint venture
for further exploration and development of the Property with Otterburn holding a
70% interest and the Company holding the remaining 30% interest. As a further
condition of the Agreements, Otterburn agreed to enter into an exploration
services agreement with Lake Victoria Resources (T) Ltd. (LVMC Sub) pursuant
to which LVMC Sub will be retained to perform all recommended exploration work
on the Properties for an initial twelve month term from the Effective Date which
includes payment of a 12% management fee to LVMC Sub for all recommended
exploration work performed by LVMC Sub.
Geita Option Agreement
In the option and joint venture agreement (the Geita Option
Agreement) between the Company and Otterburn with respect to property located
in the Geita District of the Mwanza Region of the United Republic of Tanzania
(the Geita Property), the Company agreed to grant an exclusive option to
Otterburn to acquire up to a 70% undivided interest in and to certain
prospecting licenses with respect to the Geita Property. Pursuant the Geita
Option Agreement, in consideration for the 70% option Otterburn will: (i) make a
cash payment to the Company in the amount of $2,739.70 on May 20, 2011 (the
Effective Date) representing all license fees paid by the Company; (ii) make
cash payments to the Company in the aggregate of up to $150,000 over a two-year
period commencing on the earlier of the completion by the Company of a
concurrent private placement of approximately $6,750,000 or May 13, 2011 (the
Closing Date); (iii) allot and issue up to 600,000 common shares of Otterburn
to the Company over a two year period commencing on the Closing Date; and (iv)
fund working costs up to $1,570,000 on the Geita Property over a three year
period commencing on the Effective Date, as described in more detail in the
Geita Option Agreement attached hereto as Exhibit 10.1 to this current report on
Form 8-K.
Kalemela Option Agreement
In the option and joint venture agreement (the Kalemela Option
Agreement) between the Company and Otterburn with respect to property located
in the Magu District of the Mwanza Region of the United Republic of Tanzania
(the Kalemela Property), the Company agreed to grant an exclusive option to
Otterburn to acquire up to a 70% undivided interest in and to certain
prospecting licenses with respect to the Kalemela Property. Pursuant the
Kalemela Option Agreement, in consideration for the 70% option grant Otterburn
will: (i) make a cash payment to the Company in the amount of $21,897.80 on the
Effective Date representing all license fees paid by the Company;
3
(ii) make cash payments to the Company in the aggregate of up
to $150,000 over a two-year period commencing on the Closing Date; (iii) allot
and issue up to 600,000 common shares of Otterburn to the Company over a two
year period commencing on the Effective Date; and (iv) fund working costs up to
$1,350,000 on the Kalemela Property over a three year period commencing on the
Effective Date, as described in more detail in the Kalemela Option Agreement
attached hereto as Exhibit 10.2 to this current report on Form 8-K.
North Mara Option Agreement
In the option and joint venture agreement (the North Mara
Option Agreement) between the Company and Otterburn with respect to property
located in the Tarime District of the North Mara Region of the United Republic
of Tanzania (the North Mara Property), the Company agreed to grant an
exclusive option to Otterburn to acquire up to a 70% undivided interest in and
to certain prospecting licenses with respect to the North Mara Property.
Pursuant the Mara Option Agreement, in consideration for the 70% option grant
Otterburn will: (i) make a cash payment to the Company in the amount of
$32,015.20 on the Effective Date representing all license fees paid by the
Company; (ii) make cash payments to the Company in the aggregate of up to
$180,000 over a two-year period commencing on the Closing Date; (iii) allot and
issue up to 900,000 common shares of Otterburn to the Company over a two year
period commencing on the Effective Date; and (iv) fund working costs up to
$1,850,000 on the Mara Property over a three year period commencing the
Effective Date, as described in more detail in the North Mara Option Agreement
attached hereto as Exhibit 10.3 to this current report on Form 8-K.
Singida Option Agreement
In the option and joint venture agreement (the Singida Option
Agreement) among the Company, Ahmed Abubakar Magoma and Otterburn with respect
to property located in the Singida Region of the United Republic of Tanzania
(the Singida Property), the Company and Mr. Magoma agreed to grant an
exclusive option to Otterburn to acquire up to a 70% undivided interest in and
to certain prospecting licenses with respect to the Singida Property divided
into two option grants. Pursuant the Singida Option Agreement, in consideration
for 51% of the interest Otterburn will: (i) make a cash payment to the Company
in the amount of $770 on the Effective Date representing all license fees paid
by the Company; (ii) make cash payments to the Company in the aggregate of up to
$400,000 over a two-year period commencing on the Closing Date; (iii) allot and
issue up to 2,200,000 common shares of Otterburn to the Company over a two year
period commencing on the Effective Date; and (iv) fund working costs up to
$4,500,000 on the Singida Property over a three year period commencing on the
Closing Date, as described in more detail in the Singida Option Agreement
attached hereto as Exhibit 10.4 to this current report on Form 8-K.
Pursuant the Singida Option Agreement, in consideration for the
remaining 19% interest Otterburn will: (i) allot and issue up to 1,000,000
common shares of Otterburn to the Company on or before the sixth anniversary
date from the Effective Date; (ii) fund and complete a comprehensive report on
the Singida Property compliant with Canadian National Instrument 43-101
Standards of Disclosure for Mineral Projects
, on or before the sixth
anniversary date from the Effective Date; and (iii) fund working costs up to
$750,000 on the Singida Property over a three year period from the Effective
Date.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
4
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.
LAKE VICTORIA MINING COMPANY, INC.
By:
|
/s/ Ming Zhu
|
|
Ming Zhu
|
|
Chief Financial Officer
|
|
Dated: May 11, 2011
|
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