SEC Form 4 · accession 0001493152-18-005670
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
GRAT Holdings LLC
Other
ESOF GP Ltd.
Other
Period of report
Apr 20, 2018
Accepted (ET)
Apr 24, 2018 · 10:53 am 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 SharesF2,F5 | Apr 20, 2018 | J | 5,031,250 | $1.16 | A | 29,422,923 | I | By Electrum Strategic Opportunities Fund L.P. |
| Common SharesF3,F5 | holding | — | — | — | 10,000 | I | By Tigris Financial Group Ltd. | |
| Common SharesF4,F5 | holding | — | — | — | 833,333 | I | By GRAT Holdings LLC | |
| Common Shares | holding | — | — | — | 113,739 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrants (right to buy)F2,F5 | $1.52 | holding | — | — | — | Jul 7, 2014 | Jul 7, 2019 | Common Shares | 2,760,870 | 2,760,870 | I |
Explanation of responses
- F1On April 20, 2018, ESOF acquired 5,031,250 of the Issuer's Common Shares for an aggregate purchase price of $5,836,250, or $1.16 per Common Share.
- F2ESOF is an investment fund, of which The Electrum Group LLC is the investment adviser. ESOF GP Ltd. is the general partner of the sole general partner of ESOF.
- F3Mr. Kaplan is the sole shareholder of Tigris Financial Group Ltd. ("Tigris").
- F4GRAT Holdings LLC ("GRAT Holdings") is owned by trusts for the benefit of family members of Mr. Kaplan.
- F5In accordance with Instruction 4(b)(iv) to Form 4, the entire amount of the Issuer's securities held by Tigris, GRAT Holdings, and ESOF is reported herein. For purposes of Section16 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.
Remarks
* Any Common Shares reported herein are no longer deemed to be beneficially owned by Leopard Holdings LLC, Electrum Global Holdings L.P., and TEG Global GP Ltd, solely due to an internal restructuring.