SEC Form 4 · accession 0001104659-16-151407
Thompson Creek Metals Co Inc. · TCPTF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Geoffrey Ramey
Officer — VP HR, HR Systems
Period of report
Oct 20, 2016
Accepted (ET)
Oct 21, 2016 · 6:44 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001415020
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Oct 20, 2016 | A | 200,656 | $0.00 | A | 265,727 | D | |
| Common StockF3,F2 | Oct 20, 2016 | D | 265,727 | — | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F4 | $2.02 | Oct 20, 2016 | D | 50,000 | D | — | Nov 19, 2019 | Common Stock | 50,000 | 0 | D |
Explanation of responses
- F1Represents performance share units that vested in connection with the Arrangement (as defined below).
- F2On October 20, 2016, pursuant to the previously announced arrangement (the "Arrangement") with Centerra Gold Inc. ("Centerra"), whereby Centerra acquired all of the outstanding common stock of Thompson Creek Metals Company Inc. (the "Issuer") and, as a result, the Issuer became a wholly-owned subsidiary of Centerra, each share of common stock of the Issuer was exchanged for 0.0988 of a share of common stock of Centerra (the "Exchange Ratio").
- F3Represents 20,481 shares of common stock, and an aggregate of 245,246 restricted stock units and performance stock units, the vesting of which was accelerated in connection with the Arrangement.
- F4In connection with the Arrangement, all unvested stock options were accelerated, and each stock option was exchanged for a stock option to buy common stock of Centerra in an amount based on the Exchange Ratio.