Article 1.01. The conclusion of an important definitive agreement.

From October 8, 2021, Liberty Star Uranium & Metals Corp. (the “Company”) has entered into a securities purchase agreement (the “Securities Purchase Agreement”) with Geneva Roth Remark Holdings Inc. (“Geneva Roth”). Under the terms of the Securities Purchase Agreement, the Company has agreed to issue a convertible promissory note (the “Note”) to Geneva Roth in the aggregate principal amount of $ 69,300. Effective October 8, 2021, the Company issued the note to Geneva Roth in accordance with the terms of the securities purchase agreement. The note bears interest at 8%, with an initial issue discount of 10% and matures on 8 October 2022. In accordance with the terms of the Note, the principal outstanding and accrued interest on the Note will be convertible into ordinary shares of the Company as set out therein.

The foregoing descriptions of the Note and the Securities Purchase Agreement and all of the rights and obligations of the parties under the Note and the Securities Purchase Agreement are described in their entirety by reference to the Note and the Agreement. purchase of securities, copies of which are filed as Exhibits 3.25 and 3.26 respectively of this current report on Form 8-K, and of which are incorporated herein by reference.

Article 2.03. Creation of a direct financial obligation or obligation under an off-balance sheet arrangement of a registrant.

The information set forth above in Section 1.01 of this current report on Form 8-K is incorporated herein by reference.

Article 9.01. Financial statements and supporting documents.

The exhibits listed in the exhibits index below are provided as part of this current report on Form 8-K.


Exhibit No.   Description

3.25            Convertible Promissory Note issued to Geneva Roth Remark Holdings
              Inc. dated October 8, 2021.

3.26            Securities Purchase Agreement dated as of October 8, 2021, by and
              between the registrant and Geneva Roth Remark Holdings Inc.

104           Cover Page Interactive Data File (embedded within the Inline XBRL
              document)

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