SEC Form 4 · accession 0001019056-19-000053
Paramount Gold Nevada Corp. · PZG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Jan 28, 2019
Accepted (ET)
Jan 30, 2019 · 4:15 pm EST
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 | Jan 28, 2019 | X | 248,400 | $0.93 | A | 4,976,310 | 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,F1 | $2.25 | Jan 28, 2019 | J | 496,800 | D | — | Feb 13, 2019 | Common Stock | 248,400 | 0 | D |
| Warrants to purchase Common StockF2,F1 | $0.93 | Jan 28, 2019 | J | 496,800 | A | — | Feb 13, 2019 | Common Stock | 248,400 | 496,800 | D |
| Warrants to purchase Common StockF2,F1 | $0.93 | Jan 28, 2019 | X | 496,800 | D | — | Feb 13, 2019 | Common Stock | 248,400 | 0 | D |
| Warrants to purchase Common StockF1,F3 | $1.30 | holding | — | — | — | Jul 6, 2018 | Jul 5, 2020 | Common Stock | 190,000 | 380,000 | D |
Explanation of responses
- F1Of such 4,976,310 shares, 3,754,099 shares are owned directly by FCMI Parent Co., and 1,222,211 shares are owned directly by FCMI Financial Corporation. FCMI Financial Corp.is a wholly-owned subsidiary of FCMI Parent Co. All of the Warrants reported as amended, exercised or owned in Table II were or are owned directly by 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.
- F2The reported transactions involve an amendment of outstanding warrants, which may be deemed to constitute cancellation of the "old" warrants and the grant of replacement warrants. The warrants were originally issued on February 14, 2017. The warrants were subsequently exercised, as reported in Tables I and II.
- F3These warrants are exercisable at $1.30 per share until July 5, 2019 and, thereafter, at $1.50 per share until expiration, 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