Form 8-K General Moly, Inc For: Jul 22

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 Earliest Event Reported:  July 22, 2015

General Moly, Inc.
(Exact name of registrant as specified in its charter)

1726 Cole Blvd., Suite 115
Lakewood, CO 80401
(Address of principal executive offices, including zip code)

(303) 928-8599
(Registrant’s telephone number, including area code)

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 below):

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 210.14d-2(b))

o            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

On July 22, 2015, General Moly, Inc. (the “Company”) and SeAH Besteel Corporation, a Korean corporation, entered into a First Amendment (the “Amendment”) to the Molybdenum Supply Agreement dated May 14, 2008 (the “Supply Agreement”).  Under the Amendment, the parties have agreed that the Supply Agreement will terminate on December 31, 2020, if the Commencement Date (as defined under the Supply Agreement) has not occurred.  The parties remain committed to their obligations under the Supply Agreement.

The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, a copy of which is filed as Exhibit 10.2 hereto and incorporated herein by reference.

Item 9.01                                           Financial Statements and Exhibits

(d)           Exhibits

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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Exhibit 10.2

FIRST AMENDMENT TO MOLYBDENUM SUPPLY AGREEMENT

This First Amendment to Molybdenum Supply Agreement (“First Amendment”) is made by and among SeAH Besteel Corporation, a Korean corporation (“Buyer”) and General Moly, Inc. a Delaware corporation (“GMI”).  GMI and Buyer are referred to as the “Parties” or individually as a “Party.”

RECITALS

A.                                    GMI and Buyer entered into the Molybdenum Supply Agreement (“Agreement”) on the 14th day of May, 2008.

B.                                    The Agreement provides that there is no obligation to supply Product under the Agreement until certain conditions are met from the production of the Product at the Mount Hope Mine, specifically defined as the Commencement Date.

C.                                    Buyer has expressed concern with the passage of time associated with GMI achieving production of Product at the Mount Hope Mine, and the attainment of the Commencement Date under the Agreement

D.                                    The Parties intend to resolve Buyer’s concern with this First Amendment and modify the Agreement to provide for a definitive date upon which the Commencement Date is to be achieved, and if the Commencement Date is not achieved by such date the Agreement shall terminate.

Accordingly, in consideration of the mutual covenants contained in this First Amendment the Parties intending to be legally bound agree as follows.

AGREEMENT

1.              Subsection 2.1 is hereby amended with the addition of the following italicized sentence at the end of Subsection 2.1:

If the Commencement Date has not been reached by December 31, 2020, then the Agreement shall terminate as provided for in Subsection 5.2(d).

2.              Subsection 5.2 is hereby amended with the addition of further subsection (d) which states:

d)                                     as set forth in Subsection 2.1 above, if the Commencement Date has not been reached by December 31, 2020 this Agreement shall terminate without further notice.

Except as specifically set forth in this First Amendment, the Agreement shall remain in full force and effect.

IN WITNESS WHEREOF, the Parties have executed this First Amendment to Molybdenum Supply Agreement to be effective as of the 22nd day of July, 2015.