SEC Form 4 · accession 0001011034-16-000130
Golden Minerals Co · AUMN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Period of report
Feb 11, 2016
Accepted (ET)
Feb 16, 2016 · 5:38 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001011509
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF9,F1 | Feb 11, 2016 | C | 23,355,000 | $0.1716 | A | 33,638,944 | D | |
| Common Stock | holding | — | — | — | 10,283,944 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Convertible NoteF2,F3 | $0.29 | Jan 19, 2016 | P | 17,241,379 | A | Jan 19, 2016 | Oct 27, 2016 | Common Stock | 17,241,379 | 17,241,379 | D |
| Convertible NoteF4,F6,F5 | $0.17 | Feb 11, 2016 | C | 23,355,000 | D | Jan 19, 2016 | Oct 27, 2016 | Common Stock | 23,355,000 | 3,881,324 | D |
| WarrantsF8 | $5.09 | Feb 11, 2016 | J | 102,182 | A | Feb 11, 2016 | Sep 19, 2017 | Common Stock | 102,182 | 102,182 | D |
| WarrantsF7 | $5.09 | holding | — | — | — | Mar 20, 2013 | Sep 19, 2017 | Common Stock | 682,897 | 682,897 | D |
| WarrantsF7 | $5.09 | holding | — | — | — | Sep 10, 2014 | Sep 19, 2017 | Common Stock | 119,352 | 119,352 | D |
| WarrantsF7 | $0.91 | holding | — | — | — | Mar 11, 2015 | Sep 10, 2019 | Common Stock | 2,900,000 | 2,900,000 | D |
| WarrantsF7 | $5.09 | holding | — | — | — | Jan 19, 2016 | Sep 19, 2017 | Common Stock | 255,551 | 255,411 | D |
Explanation of responses
- F190% of the 15 day VWAP prior to date of conversion.
- F2The conversion price of the convertible note will be the lower of (i) $0.29 per share (90% of the 15 day VWAP based on date of issuance), (ii) 90% of the 15 day VWAP prior to conversion date or (iii) the Antidilution Price which is the "lowest price per share for which the Company has issued or sold, following the Original Issue Date, any shares of Common Stock or Common Stock Equivalent (except (a) pursuant to warrants, options and securities convertible into Common Stock issued by the Company and outstanding on the Original Issue Date...)."
- F3Assumes the highest conversion price of $0.29, which is 90% of the 15 day VWAP as of the date of issuance.
- F4Shares issued on partial conversion of Convertible Note. The number acquired is more than the number of shares indicated as issuable on conversion since the conversion price was lower on the date of conversion than it was on the date the note was issued. See prior explanations.
- F5Shares issued on partial conversion of Convertible Note. More than the number of shares indicated issuable on conversion since the conversion price was lower on the date of conversion than it was on the date the note was issued. See explanations herein.
- F6Assumes that the amount of the Convertible Note not yet converted ($1,125,584) is converted at $0.29 per share (90% of the 15 day VWAP as of the date of issuance). As noted above, the actual conversion price cannot be determined unless and until conversion occurs. This amount does not include any accrued interest as of the date of conversion which may also be converted.
- F7Reflects revised exercise price resulting from anti-dilution adjustments triggered by partial exercise of convertible note on February 11, 2016.
- F8Reflects additional shares issuable upon exercise of Warrants originally issued in 2012 to give effect to anti-dilution adjustments triggered by partial exercise of convertible note on February 11, 2016.
- F9Shares issued upon partial conversion ($3,874,416 of principal plus $132,772 of interest leaving an unpaid balance of $1,125,584) of Convertible Note.