SEC Form 4 · accession 0001193805-15-001025
Trilogy Metals Inc. · TMQ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Thomas Scott Kaplan
Other
Electrum Group LLC
Other
Leopard Holdings LLC
Other
GRAT Holdings LLC
Other
TEG Global GP Ltd.
Other
Period of report
Jun 19, 2015
Accepted (ET)
Jun 23, 2015 · 6:08 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001543418
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF1,F2,F4 | Jun 19, 2015 | P$0 | 10,000 | — | A | 10,000 | I | By Tigris Financial Group Ltd. |
| Common SharesF1,F3,F4 | Jun 19, 2015 | P$0 | 5,608,352 | — | A | 5,608,532 | I | By Electrum Global Holdings L.P. |
| Common SharesF3,F4 | holding | — | — | — | 833,333 | I | By GRAT Holdings LLC | |
| Common SharesF3,F4 | holding | — | — | — | 16,022,449 | I | By Electrum Strategic Resources L.P. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Deferred Shares UnitsF5 | — | holding | — | — | — | — | — | Common Shares | 112,728 | 112,728 | D |
Explanation of responses
- F1Each of Tigris Financial Group Ltd. ("Tigris") and Electrum Global Holdings L.P. ("Global Holdings") received the common shares reported herein in connection with the consummation of the transactions (the "Transaction") contemplated by the arrangement agreement (the "Arrangement") entered into on April 22, 2015 between NovaCopper Inc. ("NovaCopper") and Sunward Resources Ltd. ("Sunward"). Pursuant to the Arrangement, upon the closing, each outstanding Sunward common share was exchanged for 0.3 common shares of NovaCopper. On the closing date of the Transaction, the closing price of NovaCopper common shares was $0.52 per share.
- F2Dr. Kaplan is the sole shareholder of Tigris.
- F3Global Holdings owns all of the limited partnership interests of Electrum Strategic Resources L.P. ("Electrum Strategic") and all of the equity interests of Electrum Strategic Management LLC, the general partner of Electrum Strategic. TEG Global GP Ltd. ("Global GP") is the sole general partner of, and The Electrum Group LLC ("TEG Services") is the investment adviser to, Global Holdings. Global GP is principally owned and controlled, indirectly, by GRAT Holdings LLC ("GRAT Holdings"). GRAT Holdings is owned by trusts for the benefit of family members of Dr. Kaplan.
- F4In accordance with Instruction 4(b)(iv) to Form 4, the entire amount of the Issuer's securities held by Tigris, Global Holdings, GRAT Holdings and Electrum Strategic is reported herein. For purposes of Section 16 of the Securities Exchange Act of 1934, each reporting person disclaims beneficial ownership of any such securities, except to the extent of his/its indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that such reporting person is the beneficial owner of such securities for purposes of Section 16 or otherwise.
- F5As previously reported, the Dr. Kaplan holds an aggregate of 112,728.223 Deferred Share Units ("DSUs") awarded to him by the Issuer. Each DSU is the economic equivalent of one common share of the issuer. The DSUs vested immediately upon issuance; however, the underlying common shares were not issued to the reporting person, and the reporting person did not have any voting or dispositive rights with respect to the underlying common shares, until termination of the reporting person's service as a director of the Issuer. Dr. Kaplan ceased to serve as a director of the Issuer on June 19, 2015 and may elect to convert his DSUs into an aggregate of 112,728 of the Issuer's ordinary shares. The DSU grants will expire no later than 90 days after Dr. Kaplan's termination date.