SEC Form 4 · accession 0001019056-18-000833
Paramount Gold Nevada Corp. · PZG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Jul 11, 2018
Accepted (ET)
Jul 12, 2018 · 5:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001629210
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01 per shareF1,F2,F3 | Jul 11, 2018 | P | 380,000 | $1.25 | A | 4,727,910 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrants to purchase Common StockF2,F3,F4 | $1.30 | Jul 11, 2018 | A | 380,000 | A | Jul 11, 2018 | Jul 10, 2020 | Common Stock | 190,000 | 380,000 | D |
| Warrants to purchase Common StockF3 | $2.25 | holding | — | — | — | Feb 14, 2017 | Feb 13, 2019 | Common Stock | 248,400 | 496,800 | D |
Explanation of responses
- F1On July11, 2018, FCMI Parent Co. purchased 380,000 Units of the Issuer's securities; each Unit consisting of one share of the Issuer's common stock and one warrant to purchase one-half of one share of such common stock.
- F2The purchase price per Unit was $1.25. The subscription documents for the Units did not allocate the purchase price between the shares of common stock and the warrants.
- F3Of such 4,727,910 shares, 3,505,699 shares are owned directly by FCMI Parent Co., and 1,222,211 shares are owned directly by FCMI Financial Corporation. The Warrants listed in Table II are owned directly by FCMI Parent Co. FCMI Financial Corp.is a wholly-owned subsidiary of FCMI Parent Co. Mr. Albert D. Friedberg is the President of FCMI Parent Co., which is owned by Mr. Friedberg and members of his family and controlled by Mr. Friedberg.
- F4Each warrant will have a two-year term from the issuance date and will be exercisable in the first year at $1.30 per share and in the second year at $1.50 per share, in each case subject to adjustment for certain events set forth in the warrants.
Remarks
Names and addresses of additional Reporting Persons: 1. FCMI Financial Corporation, 181 Bay Street, Toronto, Ontario, Canada M5J 2T3 / 2. Albert D. Friedberg, FCMI Financial Corporation, 181 Bay Street, Toronto, Ontario, Canada M5J 2T3