UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Item 3.02 Unregistered Sales of Equity Securities
On September 10, 2024, we issued 15,260,000 shares of our common stock in a private placement at a purchase price of CDN $0.025 (USD $0.01825) raising gross proceeds of CDN $281,500 (USD $278,495). We have issued all of the shares to twenty-four (24) non-US persons (as that term is defined in Regulation S of the Securities Act of 1933) in an offshore transaction relying on Regulation S and/or Section 4(2) of the Securities Act of 1933.
On September 10, 2024, we issued 500,000 shares of our common stock in a private placement at a purchase price of USD $0.02 raising gross proceeds of USD $10,000. We have issued all of securities to one (1) U.S. persons (as that term is defined in Regulation S of the Securities Act of 1933) relying upon Rule 506 of Regulation D of the Securities Act of 1933.
On September 10, 2024, we issued 100,000 shares of our common stock in a private placement at a purchase price of USD $0.025 raising gross proceeds of USD $2,500. We have issued all of securities to one (1) U.S. persons (as that term is defined in Regulation S of the Securities Act of 1933) relying upon Rule 506 of Regulation D of the Securities Act of 1933.
On September 10, 2024, we issued 8,090,000 shares of our common stock pursuant to debt settlement agreements with twenty-two (22) individuals. The deemed price of the shares issued was CDN $0.025 (USD $0.01825) per share. We have issued all of the shares to twenty-two (22) non-US persons (as that term is defined in Regulation S of the Securities Act of 1933) in an offshore transaction relying on Regulation S and/or Section 4(2) of the Securities Act of 1933.
On September 26, 2024, we issued 200,000 shares of our common stock pursuant to a debt settlement agreement with one (1) individuals. The deemed price of the shares issued was CDN $0.025 (USD $0.01825) per share. We have issued all of the shares to one (1) non-US person (as that term is defined in Regulation S of the Securities Act of 1933) in an offshore transaction relying on Regulation S and/or Section 4(2) of the Securities Act of 1933.
On September 10, 2024, we issued 100,000 shares of our common stock pursuant to debt settlement agreements with two (2) individuals. The deemed price of the shares issued was USD $0.0.1825 per share. We have issued all of securities to two (2) U.S. persons (as that term is defined in Regulation S of the Securities Act of 1933) relying upon Rule 506 of Regulation D of the Securities Act of 1933.
| Item 9.01 | Financial Statements and Exhibits |
| 10.1 | Form of Subscription Agreement-CDN Subscribers |
| 10.2 | Form of Flow-Through Subscription Agreement-CDN Subscribers |
| 10.3 | Form of Subscription Agreement-US Subscribers |
| 10.4 | Form of Debt Settlement Agreement |
| 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.
WOLVERINE RESOURCES CORP.
| /s/Richard Haderer |
| Richard Haderer |
| CFO and Director |
| Date October 24, 2023 |