SEC Form 4 · accession 0001414860-16-000009
Applied Minerals, Inc. · AMNL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
May 1, 2016
Accepted (ET)
May 4, 2016 · 6:27 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000008328
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| PIK-Election Convertible Note due 2018F2,F3,F4,F5,F1 | $0.92 | May 2, 2016 | J | 0 | D | Nov 4, 2014 | — | Common Stock | — | — | I |
| PIK-Election Convertible Note due 2018F2,F3,F4,F5,F1 | $0.92 | May 2, 2016 | J | 0 | A | Nov 4, 2014 | — | Common Stock | — | — | I |
Explanation of responses
- F1At the noteholder's option, the amount outstanding under a Series A Note may be converted into common stock of the Issuer. The Series A Notes mature on November 3, 2018. The issuer has an option to extend the maturity date of the Series A Notes for 12 months if certain conditions are met. If the option to extend is exercised, the Series A Conversion Price will be reduced from $0.92 per share to $0.82 per share.
- F2This transaction is reported as a result of ordinary course rebalancing transactions in which the IBS Capital Funds purchased and sold securities among themselves. All of the rebalancing was effected at the same time. The Opportunity Fund sold $238,000 of principal under a PIK-Election Convertible Note of the Issuer and due in 2018 (the "Series A Note") to the QP Fund, which principal amount is convertible into 258,695 shares of common stock of the Issuer. The Opportunity Fund also sold $162,000 in principal amount of Series A Note convertible into 176,087 shares of common stock of the Issuer, to the LP Fund. Neither the LP Fund nor the Opportunity Fund are reporting persons. Following the rebalancing: (i) $2,197,979 of derivative securities of the Issuer were beneficially owned by QP Fund, (ii) $1,094,552 of derivative securities of the Issuer were beneficially owned by LP Fund and (iii) $213,563 of derivative securities of the Issuer were beneficially owned by Opportunity Fund.
- F3Amount includes an additional $475,794 in principal amount representing PIK interest received since the issuance of the Series A Notes.
- F4This Form 4 is being filed on behalf of IBS Capital LLC ("IBS Capital"), The IBS Turnaround Fund (QP) (A Limited Partnership) (the "QP Fund"), and David A. Taft (IBS Capital, the QP Fund and David A. Taft are each a "Reporting Person" and collectively the "Reporting Persons"), each of which has the same business address and may have a pecuniary interest in the securities reported herein. IBS Capital is the general partner of QP Fund and The IBS Turnaround Fund, L.P. (the "LP Fund"). IBS Capital is the investment manager of The IBS Opportunity Fund, Ltd. (the "Opportunity Fund") (the QP Fund, the LP Fund and the Opportunity Fund are hereinafter referred to as the "IBS Capital Funds"). David A. Taft is a director of Applied Minerals, Inc. (the "Issuer") and president and a member of IBS Capital.
- F5The Reporting Persons each disclaim any beneficial ownership of the securities except to the extent of any pecuniary interest.