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):   August 13, 2014
 
 
MineralRite Corporation
(Exact name of Registrant as Specified in its Charter)
 
Nevada
000-27739
90-0315909
  (State or Other Jurisdiction
of Incorporation or Organization) 
(Commission
file number)
(I.R.S. Employer
Identification Number)
 
55 South Geneva Road
  Lindon, Utah  84042
 (Address of Principal Executive Offices including Zip Code)
 
(801) 796-8944
 (Registrant’s Telephone Number, including Area Code)
 
_____________________________________________
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:
 
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 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 
 
 
 
Item 3.02.  Unregistered Sales of Equity Securities
 
During the period commencing August 13 , 2014 through September 12, 2014 the MineralRite Corporation, a Nevada corporation (the “Company”)  issued 196,938,652 common shares to reduce debt on convertible promissory notes and account payable balances in the amount of $32,187.26 .The company had 4,000,000 shares returned to treasury. The issued and outstanding common shares of the Company at the beginning of the period commencing August 12, 2014 was 401,724,370 and for the period ending September 12, 2014 the issued and outstanding common shares of the Company was 594,663,022   .

The Company claims an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Act”) for the private placement of these securities pursuant to Section 3(a) and 4(2) of the Act and/or Rule 506 of Regulation D promulgated thereunder since, among other things, the transaction does not involve a public offering, the Investor is an “accredited investor” and/or qualified institutional buyer, the Investor has access to information about the Company and its investment, the Investor will take the securities for investment and not resale, and the Company is taking appropriate measures to restrict the transfer of the securities.

Item 8.01. Other Events

On September 10, 2014, the Company issued a 8% convertible redeemable promissory note, for  one payment of $10,000. The convertible promissory note matures on September 10, 2015. The Company has the right to pre pay any time before March 10, 2015 for 150% of face value plus accrued interest.
 
 
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.
 
 
Dated: September 17, 2014
  MINERALRITE CORPORATION  
       
       
 
By:
/s/ Guy Peckham  
  Name: Guy Peckham  
  Title: Chief Executive Officer  
 
 
 
 
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