SEC Form 4 · accession 0001179110-16-021846
McEwen Inc. · MUX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Allen V Ambrose
Director
Period of report
Mar 16, 2016
Accepted (ET)
Mar 17, 2016 · 6:56 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000314203
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Mar 16, 2016 | C | 49,500 | $0.00 | A | 431,904 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Exchangeable SharesF1,F2 | — | Mar 16, 2016 | C | 49,500 | D | Jan 24, 2012 | — | Common Stock | 49,500 | 0 | D |
Explanation of responses
- F1Exchangeable Shares are exchangeable on a one-for-one basis for Common Stock at any time at the option of the holder, and are intended to have to the extent practicable, the same economic, voting and other rights as the Common Stock.
- F2Exchangeable Shares may be converted into Common Stock (i) upon certain changes in Canadian tax law, (ii) upon a liquidation, dissolution or winding up of McEwen Mining-Minera Andes Acquisition Corp ("Exchangeco"), or (iii) upon a liquidation of McEwen Mining Inc. ("the Company"). Exchangeco may accelerate redemption in the event that: (A) fewer than 5% of the Exchangeable Shares are outstanding; (B)(1) the Company undergoes a change of control or a change of control is approved, (2) the shareholders of the Company approve a liquidation or (3) the Company disposes of substantially all of its assets and it is not reasonably practicable to substantially replicate the Exchangeable Shares; or (C) certain voting events are proposed that affect the substantial equivalence of Exchangeable Shares and Common Stock.