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Liberty Star (OTCQB: LBSR) adds $110,000 convertible note financing

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Liberty Star Uranium & Metals Corp. entered into a material definitive agreement with EFRAT Investments for a convertible promissory note with an aggregate principal amount of $110,000. The note carries 8% interest, includes a 10% original issue discount, and matures on March 5, 2027.

The outstanding principal and accrued interest can be converted into Liberty Star common shares under the note’s terms, creating potential future equity dilution alongside new debt. The agreement is documented in a Securities Purchase Agreement and the note, which are filed as exhibits.

Positive

  • None.

Negative

  • None.
Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Understanding 8-K Material Events →
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): March 11, 2026

 

Liberty Star Uranium & Metals Corp.

(Exact Name of Registrant as Specified in its Charter)

 

Nevada

(State or Other Jurisdiction of Incorporation)

 

000-50071   90-0175540
(Commission   (IRS Employer
File Number)   Identification No.)

 

2 East Congress St. Ste 900, Tucson, AZ   85701
(Address of Principal Executive Offices)   (Zip Code)

 

(Registrant’s telephone number, including area code): (520) 425-1433

 

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 (see General Instruction A.2.)

 

☐ 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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common   LBSR   OTCQB

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

 

Item 1.01. Entry into a Material Definitive Agreement.

 

On March 5, 2026, Liberty Star Uranium & Metals Corp. (the “Company”) entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with EFRAT Investments. (“EFRAT”). Pursuant to the terms of the Securities Purchase Agreement, the Company agreed to issue a convertible promissory note (the “Note”) to EFRAT in the aggregate principal amount of $110,000. Effective March 9, 2025, the Company issued the Note to EFRAT consistent with the terms of the Securities Purchase Agreement. The Note bears interest at 8%, with a 10% Original Issue Discount and matures on March 5, 2027. Pursuant to the terms of the Note, the outstanding principal and accrued interest on the Note shall be convertible into shares of the Company’s common stock as set forth therein.

 

The foregoing descriptions of the Note and the Securities Purchase Agreement and of all of the parties’ rights and obligations under the Note and the Securities Purchase Agreement are qualified in its entirety by reference to the Note and the Securities Purchase Agreement, copies of which are filed as Exhibits 3.78 and 3.79 respectively to this Current Report on Form 8-K, and of which are incorporated herein by reference.

 

Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.

 

The information set forth above in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

The exhibits listed in the following Exhibit Index are furnished as part of this Current Report on Form 8-K.

 

Exhibit No.   Description
     
3.78   Convertible Promissory Note issued to EFRAT Investments, March 5, 2026.
     
3.79   Securities Purchase Agreement dated March 5, 2026, between the registrant and EFRAT Investments
     
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

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.

 

  LIBERTY STAR URANIUM & METALS CORP.
   
Dated: March 11, 2026 /s/ Patricia Madaris
  Patricia Madaris, VP Finance & CFO

 

 

Source: View Original Filing on SEC EDGAR

FAQ

What did Liberty Star (LBSR) disclose in this 8-K filing?

Liberty Star disclosed a new financing agreement via a convertible note. The company entered a Securities Purchase Agreement with EFRAT Investments for a $110,000 convertible promissory note, documenting both a new debt obligation and the potential future conversion of that debt into common stock.

What are the key terms of Liberty Star’s $110,000 convertible note with EFRAT Investments?

The note totals $110,000, bears 8% interest, and has a 10% original issue discount. It matures on March 5, 2027, and both principal and accrued interest may be converted into common shares under conditions described in the note filed as an exhibit.

How does the Liberty Star (LBSR) note affect its capital structure?

The note adds interest-bearing debt and allows conversion into equity. Liberty Star incurs an obligation with 8% interest and a 10% discount, while the conversion feature means the lender can receive common shares instead of cash repayment, potentially diluting existing shareholders over time.

Who is the counterparty to Liberty Star’s new convertible note?

The counterparty is EFRAT Investments. Liberty Star entered into a Securities Purchase Agreement with EFRAT Investments, under which EFRAT received a $110,000 convertible promissory note. The agreement and the note define both parties’ rights and obligations and are included as exhibits.

When does Liberty Star’s convertible note with EFRAT Investments mature?

The convertible note matures on March 5, 2027. Until that date, the note accrues interest at 8%, subject to a 10% original issue discount, and may be converted into Liberty Star common stock under the conversion terms outlined in the filed note document.

Where can investors find the full terms of Liberty Star’s convertible note?

The detailed terms are contained in the exhibits to the report. Liberty Star filed the Convertible Promissory Note and the Securities Purchase Agreement with EFRAT Investments as exhibits, which together describe interest, maturity, conversion mechanics, and other covenants governing the financing arrangement.

Filing Exhibits & Attachments

5 documents

Other Documents