SEC Form 4 · accession 0001235110-15-000015
General Moly, Inc · GMO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Lee Shumway
Officer — Controller & Treasurer
Period of report
Jan 28, 2015
Accepted (ET)
Jan 29, 2015 · 1:08 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001275229
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 10% senior convertible promissory notesF2,F4,F1,F3 | — | Jan 28, 2015 | P | 100,000 | A | — | — | Common Stock | 100,000 | 100,000 | D |
| Common stock purchase warrants (right to buy)F2,F4 | $1.00 | Jan 28, 2015 | P | 100,000 | A | Jun 26, 2015 | Dec 26, 2019 | Common Stock | 100,000 | 100,000 | D |
Explanation of responses
- F1The notes are convertible at any time at the option of the holder into common stock of the issuer. The conversion price is equal to 80% of the greater of (i) the average volume weighted average price ("VWAP") for the 30 business day period ending on the business day prior to the date of notice of conversion, or (ii) the average VWAP for the 30 business day period ending on the original issue date of the notes; provided that in no event will the conversion price be less than $0.32. The total number of shares of common stock into which the notes are convertible shall not exceed 100 shares of common stock for each $100 principal amount converted, subject to adjustment for stock splits, dividends and combinations.
- F2On December 22, 2014, the issuer entered into definitive agreements for the private placement of units, each consisting of consisting of (i) one 10% senior convertible promissory note with an original principal amount of $100 and (ii) 100 warrants, each exercisable to purchase one share of the Company's common stock, par value $0.001 per share. The private placement closed on December 26, 2014. On January 28, 2015, the final legal condition to issuance of the shares of common stock underlying the notes and warrants was satisfied when the NYSE MKT approved the listing of such shares.
- F3The notes mature on December 26, 2019.
- F4The purchase price for each unit was $100.