|
Date
of Report (Date of earliest event reported)
|
June
27, 2008
|
|
ATLAS
MINING COMPANY
|
||||
|
(Exact
name of registrant as specified in its charter)
|
||||
|
Idaho
|
000-31380
|
82-0096527
|
||
|
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(I.R.S.
Employer Identification No.)
|
||
|
1221
Yellowstone, Osburn, Idaho
|
83849
|
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|
(Address
of principal executive offices)
|
(Zip
Code)
|
|||
|
(208)
556-1181
|
||||
|
Issuer's
telephone number, including area code
|
||||
|
N/A
|
|
(Former
name or former address, if changed since last
report.)
|
|
[
]
|
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
|
|
The
compensation of Morris Weiss as a member of the special committee formed
on January 11, 2008 has been increased from $10,000 to $30,000 for the
third quarter of 2008.
|
|
Item
5.02
|
Departure
of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain
officers
|
|
a)
b)
|
William
T. Jacobson resigned as Chief Executive Officer and President and as a
director on June 27, 2008.
On
June 30, the Company hired Michael Lyon, 64, as Chief Executive Officer
and President for a six month period.
Mr. Lyon brings more than 35
years of experience in finance, operations, law and strategic planning in
a variety of businesses (both public and private) including steel
manufacturing and coal mining . He is a graduate of Stanford
University and Stanford School of Law. In the past five years,
he has operated, Always Amazing, a multi-store private retail business and
has been a financial and strategic consultant to early-stage companies
including Caldera Pharmaceuticals, Inc. (bio-tech), VasSol Inc. (medical
diagnostic), Managed Futures Advisors, Inc. (a licensed Futures Broker)
and YListing Inc., a web-page developer. He is currently a
Principal Advisor to Sucsy, Fisher & Co., a boutique investment
banker, and is President of Cirrus Advisors, Inc., a business consulting
firm.
|
|
c)
|
On
June 30, 2008, the Company entered into an employment agreement with
Michael Lyon in connection with his hiring as Chief Executive Officer and
President.
The
employment contract is for a period of six months. It provides
for cash compensation of $12,500 per month and for five year options to
purchase 50,000 shares of Common Stock at $.65 per shares, the closing
market price on June 30, 2008. The shares vest ratably on a
monthly basis with the first vesting being on June 30,
2008. The agreement is attached as Exhibit 99.1
|
|
Item
8.01
|
Other
Events
|
|
i)
ii)
|
On
May 27, 2008, the Company sold 461,315 shares of Common Stock for $.50 per
share to IBS Turnaround Fund, L.P. (a Limited Partnership) and 1,538,685
shares of Common Stock for $.50 per share to IBS Turnaround Fund (QP) (a
Limited Partnership). The transactions were exempt from
registration under Section 4(2) of the Securities Act of
1933.
The
charter of the special committee formed by the board of directors on
January 11, 2008 has been extended to September 30,
2008.
|
|
Item
9.01
|
Financial
Statements and Exhibits
|
|
a)
|
99.1
|
Employment
Agreement between Michael Lyon and Atlas Mining Company dated June 30,
2008
|
|
ATLAS
MINING COMPANY
|
|||
|
(Registrant)
|
|||
|
Date:
|
July
2, 2008
|
/s/
|
MICHAEL
LYON
|
|
By: Michael
Lyon
|
|||
|
Chief
Executive Officer and President
|
|||