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):
June 24, 2016

SILVER BULL RESOURCES, INC.
(Exact name of registrant as specified in its charter)

Nevada
 
001-33125
 
91-1766677
(State or other jurisdiction of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification Number)
 
 
 
 
 
925 West Georgia Street, Suite 1908
Vancouver, B.C.
 
V6C 3L2
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code:
604-687-5800


(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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e)              Amendments to Amended and Restated Employment Agreements .
On June 24, 2016, Silver Bull Resources, Inc. (the" Company ") entered into an amendment (an “ Amendment ”) to the amended and restated employment agreement, as amended (the “ Employment Agreement ”), with each of Brian Edgar, the Company’s Chairman, Timothy Barry, the Company’s Chief Executive Officer, and Sean Fallis, the Company’s Chief Financial Officer, effective as of June 1, 2016.
Brian Edgar
The Amendment entered into with Mr. Edgar reinstated his base salary of CDN$7,500 per month effective as of June 1, 2016, which salary previously had been reduced from CDN$7,500 per month to CDN$5,250 per month effective as of January 16, 2016.
The foregoing description of the Amendment to Mr. Edgar’s Employment Agreement is qualified in its entirety by reference to the Amendment to Amended and Restated Employment Agreement attached hereto as Exhibit 10.1, which is hereby incorporated by reference into this Item 5.02.
Timothy Barry
The Amendment entered into with Mr. Barry reinstated his base salary of CDN$18,000 per month effective as of June 1, 2016, which salary previously had been reduced from CDN$18,000 per month to CDN$12,600 per month effective as of January 16, 2016.
The foregoing description of the Amendment to Mr. Barry’s Employment Agreement is qualified in its entirety by reference to the Amendment to Amended and Restated Employment Agreement attached hereto as Exhibit 10.2, which is hereby incorporated by reference into this Item 5.02.
Sean Fallis
The Amendment entered into with Mr. Fallis reinstated his base salary of CDN$15,000 per month effective as of June 1, 2016, which salary previously had been reduced from CDN$15,000 per month to CDN$10,500 per month effective as of January 16, 2016.
The foregoing description of the Amendment to Mr. Fallis’s Employment Agreement is qualified in its entirety by reference to the Amendment to Amended and Restated Employment Agreement attached hereto as Exhibit 10.3, which is hereby incorporated by reference into this Item 5.02.
Item 9.01 Financial Statements and Exhibits.
(d)              Exhibits .
Exhibit No.
 
Description
10.1
 
Amendment to Amended and Restated Employment Agreement, dated June 24, 2016, by and between the Company and Brian Edgar.
10.2
 
Amendment to Amended and Restated Employment Agreement, dated June 24, 2016, by and between the Company and Timothy Barry.
10.3
 
Amendment to Amended and Restated Employment Agreement, dated June 24, 2016, by and between the Company and Sean Fallis.
 
 
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.
Date: June 24, 2016
 
 
 
 
 
 
SILVER BULL RESOURCES, INC.
 
 
 
 
 
 
 
By:
/s/ Sean Fallis
 
Name:
Sean Fallis
 
Title:
Chief Financial Officer
 
 
 

 

EXHIBIT INDEX
Exhibit No.
 
Description
10.1
 
Amendment to Amended and Restated Employment Agreement, dated June 24, 2016, by and between the Company and Brian Edgar.
10.2
 
Amendment to Amended and Restated Employment Agreement, dated June 24, 2016, by and between the Company and Timothy Barry.
10.3
 
Amendment to Amended and Restated Employment Agreement, dated June 24, 2016, by and between the Company and Sean Fallis.

 
 
 
 
 
 
 
 
 
 
 
Exhibit 10.1
 
 
AMENDMENT TO
AMENDED AND RESTATED EMPLOYMENT AGREEMENT
This Amendment to Amended and Restated Employment Agreement dated the 24th day of June, 2016 (this “ Amendment ”), is entered into by and among Silver Bull Resources, Inc. (the “ Company ”) and Brian Edgar (the “ Executive ”) and, together with the Company, the “ Parties ” and individually, a “ Party ”).
RECITALS
A.              The Company and the Executive entered into an amended and restated employment agreement, dated February 26, 2013 (the “ Employment Agreement ”) and an amendment to amended and restated employment agreement, dated June 4, 2015 and February 23, 2016 (the “ Amended Employment Agreement ”), pursuant to which the parties agreed to the terms and conditions of employment of the Executive.
B.              The Parties now wish to enter into this Amendment in order to modify certain terms of the Agreement.
AGREEMENT
In consideration of the forgoing recitals and of the mutual covenants, agreements and representations contained herein and other valuable consideration given by each party hereto to the other, the receipt and sufficiency of which are hereby acknowledged by each of the Parties, the Parties hereby agree as follows:
1. Amendment .  Effective June 1, 2016, the Executive agrees to a return to their Base Salary of $7,500 CDN per month as stated in Section 3; 3.1 of the Employment Agreement.
2. No Other Waiver or Amendment .  Except as expressly modified herein, all terms and provisions of the Agreement shall remain unchanged and in full force and effect.  This Amendment shall not be deemed to prejudice any rights or remedies which any Party may now have or may have in the future under or in connection with the Agreement or any of the instruments or agreements referred to therein, as the same may be amended, restated or otherwise modified.
3. Governing Law . This Amendment shall be governed by and construed in accordance with the laws of the province of British Columbia and the federal laws of Canada applicable therein, which shall be deemed to be the proper law hereof.  The Parties hereby attorn to and submit to the jurisdiction of the courts of British Columbia.
4. Counterparts . This Amendment may be executed in one or more counterparts, each of which when executed shall be deemed to be an original, and such counterparts shall together constitute one and the same instrument.
5. Legal Advice. Executive acknowledges this Amendment has been prepared by the Company and that the Executive has had sufficient time to review this Amendment thoroughly, including enough time to obtain independent legal advice concerning the interpretation and effect of this Amendment prior to their execution. By signing this Amendment, Executive represents and warrants that he has read and understood this Amendment and that he executes them of his own free will and act.
[Signature Page Follows]
IN WITNESS WHEREOF the Parties hereto have duly executed this agreement as of the day and year first above written.
SILVER BULL RESOURCES, INC.

Per:          /s/ Timothy Barry
Authorized Signatory
 
SIGNED, SEALED AND DELIVERED by in the presence of:
 
/s/ David Xuan
 
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/s/ Brian Edgar
Witness
 
David Xuan
Brian Edgar
Name
 
1908 – 925 West Georgia Street
Address
 
Vancouver, British Columbia
 
 
Corporate Controller
Occupation

 
 
 
Exhibit 10.2
 
 
AMENDMENT TO
AMENDED AND RESTATED EMPLOYMENT AGREEMENT
This Amendment to Amended and Restated Employment Agreement dated the 24th day of June, 2016 (this “ Amendment ”), is entered into by and among Silver Bull Resources, Inc. (the “ Company ”) and Timothy Barry (the “ Executive ”) and, together with the Company, the “ Parties ” and individually, a “ Party ”).
RECITALS
A.              The Company and the Executive entered into an amended and restated employment agreement, dated February 26, 2013 (the “ Employment Agreement ”) and amendment to amended and restated employment agreement, dated June 4, 2015 and February 23, 2016 (the “ Amended Employment Agreement ”), pursuant to which the parties agreed to the terms and conditions of employment of the Executive.
B.              The Parties now wish to enter into this Amendment in order to modify certain terms of the Agreement.
AGREEMENT
In consideration of the forgoing recitals and of the mutual covenants, agreements and representations contained herein and other valuable consideration given by each party hereto to the other, the receipt and sufficiency of which are hereby acknowledged by each of the Parties, the Parties hereby agree as follows:
1. Amendment .  Effective June 1, 2016, the Executive agrees to a return to their Base Salary of $18,000 CDN per month as stated in Section 3; 3.1 of the Employment Agreement.
2. No Other Waiver or Amendment .  Except as expressly modified herein, all terms and provisions of the Agreement shall remain unchanged and in full force and effect.  This Amendment shall not be deemed to prejudice any rights or remedies which any Party may now have or may have in the future under or in connection with the Agreement or any of the instruments or agreements referred to therein, as the same may be amended, restated or otherwise modified.
3. Governing Law . This Amendment shall be governed by and construed in accordance with the laws of the province of British Columbia and the federal laws of Canada applicable therein, which shall be deemed to be the proper law hereof.  The Parties hereby attorn to and submit to the jurisdiction of the courts of British Columbia.
4. Counterparts . This Amendment may be executed in one or more counterparts, each of which when executed shall be deemed to be an original, and such counterparts shall together constitute one and the same instrument.
5. Legal Advice. Executive acknowledges this Amendment has been prepared by the Company and that the Executive has had sufficient time to review this Amendment thoroughly, including enough time to obtain independent legal advice concerning the interpretation and effect of this Amendment prior to their execution. By signing this Amendment, Executive represents and warrants that he has read and understood this Amendment and that he executes them of his own free will and act.
[Signature Page Follows]
IN WITNESS WHEREOF the Parties hereto have duly executed this agreement as of the day and year first above written.
SILVER BULL RESOURCES, INC.

Per:          /s/ Brian Edgar
Authorized Signatory
 
 
SIGNED, SEALED AND DELIVERED by in the presence of:
 
/s/ David Xuan
 
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/s/ Timothy Barry
Witness
 
David Xuan
Timothy Barry
Name
 
1908 – 925 West Georgia Street
Address
 
Vancouver, British Columbia
 
 
Corporate Controller
Occupation

 
 
 
 
 
 
 
 
 
 
 
 
 
Exhibit 10.3
 
AMENDMENT TO
AMENDED AND RESTATED EMPLOYMENT AGREEMENT
This Amendment to Amended and Restated Employment Agreement dated the 24th day of June, 2016 (this “ Amendment ”), is entered into by and among Silver Bull Resources, Inc. (the “ Company ”) and Sean Fallis (the “ Executive ”) and, together with the Company, the “ Parties ” and individually, a “ Party ”).
RECITALS
A.              The Company and the Executive entered into an amended and restated employment agreement, dated February 26, 2013 (the “ Employment Agreement ”) and an amendment to amended and restated employment agreement, dated February 26, 2015, June 4, 2015 and February 23, 2016 (the “ Amended Employment Agreement ”), pursuant to which the parties agreed to the terms and conditions of employment of the Executive.
B.              The Parties now wish to enter into this Amendment in order to modify certain terms of the Agreement.
AGREEMENT
In consideration of the forgoing recitals and of the mutual covenants, agreements and representations contained herein and other valuable consideration given by each party hereto to the other, the receipt and sufficiency of which are hereby acknowledged by each of the Parties, the Parties hereby agree as follows:
1. Amendment .  Effective June 1, 2016, the Executive agrees to a return to their Base Salary of $180,000 CDN per annum as stated in Section 3; 3.1 of the Employment Agreement.
2. No Other Waiver or Amendment .  Except as expressly modified herein, all terms and provisions of the Agreement shall remain unchanged and in full force and effect.  This Amendment shall not be deemed to prejudice any rights or remedies which any Party may now have or may have in the future under or in connection with the Agreement or any of the instruments or agreements referred to therein, as the same may be amended, restated or otherwise modified.
3. Governing Law . This Amendment shall be governed by and construed in accordance with the laws of the province of British Columbia and the federal laws of Canada applicable therein, which shall be deemed to be the proper law hereof.  The Parties hereby attorn to and submit to the jurisdiction of the courts of British Columbia.
4. Counterparts . This Amendment may be executed in one or more counterparts, each of which when executed shall be deemed to be an original, and such counterparts shall together constitute one and the same instrument.
5. Legal Advice. Executive acknowledges this Amendment has been prepared by the Company and that the Executive has had sufficient time to review this Amendment thoroughly, including enough time to obtain independent legal advice concerning the interpretation and effect of this Amendment prior to their execution. By signing this Amendment, Executive represents and warrants that he has read and understood this Amendment and that he executes them of his own free will and act.
[Signature Page Follows]
 
 
IN WITNESS WHEREOF the Parties hereto have duly executed this agreement as of the day and year first above written.
SILVER BULL RESOURCES, INC.

Per:          /s/ Timothy Barry
Authorized Signatory
 
 
SIGNED, SEALED AND DELIVERED by in the presence of:
 
/s/ David Xuan
 
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/s/ Sean Fallis
Witness
 
David Xuan
Sean Fallis
Name
 
1908 – 925 West Georgia Street
Address
 
Vancouver, British Columbia
 
 
Corporate Controller
Occupation