4//SEC Filing
Stein Michael Leon 4
Accession 0001104659-12-085294
CIK 0000314203other
Filed
Dec 18, 7:00 PM ET
Accepted
Dec 19, 6:47 PM ET
Size
9.6 KB
Accession
0001104659-12-085294
Insider Transaction Report
Form 4
Stein Michael Leon
Director
Transactions
- Exercise of In-Money
Subscription Rights (Right to Buy)
2012-12-18−286,200→ 0 totalFrom: 2012-11-09Exp: 2012-12-04→ Exchangeable Shares (28,620 underlying) - Exercise of In-Money
Exchangeable Shares
2012-12-18+28,620→ 399,870 total→ Common Stock (28,620 underlying)
Footnotes (4)
- [F1]For every ten (10) McEwen Mining-Minera Andes Acquisition Corp. ("Canadian Exchangeco") Subscription Rights held, such holder is entitled to purchase one (1) Exchangeable Share at a price equal to CDN$2.24 per whole share of Canadian Exchangeco ("Exchangeable Share"). The reporting person exercised all of his basic Subscription Rights on November 30, 2012 and contemporaneously requested the ability to exercise additional rights in the event that other holders of Subscription Rights do not exercise their basic Subscription Right in full (the "Over-subscription"). The reporting person was allocated 286,000 additional rights through the Over-subscription on December 18, 2012.
- [F2]While the expiration date was December 4, 2012, the number of Subscription Rights available through the Over-subscription was not determined until after the expiration date for exercising the basic Subscription Rights.
- [F3]Exchangeable 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 of the Common Stock.
- [F4]Exchangeable Shares may be converted into Common Stock (i) upon certain changes in Canadian tax law, (ii) upon a liquidation, dissolution or winding up of Exchangeco, or (iii) upon a liquidation of 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 of the Company 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.
Documents
Issuer
McEwen Mining Inc.
CIK 0000314203
Entity typeother
Related Parties
1- filerCIK 0001531136
Filing Metadata
- Form type
- 4
- Filed
- Dec 18, 7:00 PM ET
- Accepted
- Dec 19, 6:47 PM ET
- Size
- 9.6 KB