4//SEC Filing
TAFT DAVID A 4
Accession 0001179110-17-015541
CIK 0000008328other
Filed
Dec 17, 7:00 PM ET
Accepted
Dec 18, 6:52 PM ET
Size
32.6 KB
Accession
0001179110-17-015541
Insider Transaction Report
Form 4
IBS CAPITAL LLC
10% Owner
Transactions
- Purchase
Warrant (right to buy)
2017-12-14+58,401→ 58,401 total(indirect: See footnote)Exercise: $0.10From: 2017-12-14Exp: 2022-12-14→ Common Stock (58,401 underlying) - Other
PIK - Election Convertible Note due 2023
2017-12-14(indirect: See footnote)Exercise: $0.40Exp: 2023-05-03→ Common Stock (6,438,834 underlying) - Other
PIK - Election Convertible Note due 2023
2017-12-14(indirect: See footnote)Exercise: $0.40Exp: 2023-05-03→ Common Stock (625,619 underlying) - Purchase
Warrant (right to buy)
2017-12-14+601,060→ 601,060 total(indirect: See footnote)Exercise: $0.10From: 2017-12-14Exp: 2022-12-14→ Common Stock (601,060 underlying) - Other
PIK - Election Convertible Note due 2023
2017-12-14(indirect: See footnote)Exercise: $0.40Exp: 2023-05-03→ Common Stock (3,206,419 underlying) - Disposition to Issuer
PIK - Election Convertible Note due 2018
2017-12-14→ 0 total(indirect: See footnote)Exercise: $0.83Exp: 2018-11-03→ Common Stock (301,503 underlying) - Purchase
Warrant (right to buy)
2017-12-14+299,317→ 299,317 total(indirect: See footnote)Exercise: $0.10From: 2017-12-14Exp: 2022-12-14→ Common Stock (299,317 underlying) - Disposition to Issuer
PIK - Election Convertible Note due 2018
2017-12-14→ 0 total(indirect: See footnote)Exercise: $0.83Exp: 2018-11-03→ Common Stock (1,545,262 underlying) - Disposition to Issuer
PIK - Election Convertible Note due 2018
2017-12-14→ 0 total(indirect: See footnote)Exercise: $0.83Exp: 2018-11-03→ Common Stock (3,103,053 underlying)
Transactions
- Purchase
Warrant (right to buy)
2017-12-14+601,060→ 601,060 total(indirect: See footnote)Exercise: $0.10From: 2017-12-14Exp: 2022-12-14→ Common Stock (601,060 underlying) - Disposition to Issuer
PIK - Election Convertible Note due 2018
2017-12-14→ 0 total(indirect: See footnote)Exercise: $0.83Exp: 2018-11-03→ Common Stock (3,103,053 underlying) - Other
PIK - Election Convertible Note due 2023
2017-12-14(indirect: See footnote)Exercise: $0.40Exp: 2023-05-03→ Common Stock (3,206,419 underlying) - Other
PIK - Election Convertible Note due 2023
2017-12-14(indirect: See footnote)Exercise: $0.40Exp: 2023-05-03→ Common Stock (625,619 underlying) - Purchase
Warrant (right to buy)
2017-12-14+58,401→ 58,401 total(indirect: See footnote)Exercise: $0.10From: 2017-12-14Exp: 2022-12-14→ Common Stock (58,401 underlying) - Disposition to Issuer
PIK - Election Convertible Note due 2018
2017-12-14→ 0 total(indirect: See footnote)Exercise: $0.83Exp: 2018-11-03→ Common Stock (1,545,262 underlying) - Disposition to Issuer
PIK - Election Convertible Note due 2018
2017-12-14→ 0 total(indirect: See footnote)Exercise: $0.83Exp: 2018-11-03→ Common Stock (301,503 underlying) - Other
PIK - Election Convertible Note due 2023
2017-12-14(indirect: See footnote)Exercise: $0.40Exp: 2023-05-03→ Common Stock (6,438,834 underlying) - Purchase
Warrant (right to buy)
2017-12-14+299,317→ 299,317 total(indirect: See footnote)Exercise: $0.10From: 2017-12-14Exp: 2022-12-14→ Common Stock (299,317 underlying)
TAFT DAVID A
Director
Transactions
- Purchase
Warrant (right to buy)
2017-12-14+601,060→ 601,060 total(indirect: See footnote)Exercise: $0.10From: 2017-12-14Exp: 2022-12-14→ Common Stock (601,060 underlying) - Purchase
Warrant (right to buy)
2017-12-14+299,317→ 299,317 total(indirect: See footnote)Exercise: $0.10From: 2017-12-14Exp: 2022-12-14→ Common Stock (299,317 underlying) - Disposition to Issuer
PIK - Election Convertible Note due 2018
2017-12-14→ 0 total(indirect: See footnote)Exercise: $0.83Exp: 2018-11-03→ Common Stock (1,545,262 underlying) - Other
PIK - Election Convertible Note due 2023
2017-12-14(indirect: See footnote)Exercise: $0.40Exp: 2023-05-03→ Common Stock (6,438,834 underlying) - Other
PIK - Election Convertible Note due 2023
2017-12-14(indirect: See footnote)Exercise: $0.40Exp: 2023-05-03→ Common Stock (625,619 underlying) - Disposition to Issuer
PIK - Election Convertible Note due 2018
2017-12-14→ 0 total(indirect: See footnote)Exercise: $0.83Exp: 2018-11-03→ Common Stock (301,503 underlying) - Other
PIK - Election Convertible Note due 2023
2017-12-14(indirect: See footnote)Exercise: $0.40Exp: 2023-05-03→ Common Stock (3,206,419 underlying) - Purchase
Warrant (right to buy)
2017-12-14+58,401→ 58,401 total(indirect: See footnote)Exercise: $0.10From: 2017-12-14Exp: 2022-12-14→ Common Stock (58,401 underlying) - Disposition to Issuer
PIK - Election Convertible Note due 2018
2017-12-14→ 0 total(indirect: See footnote)Exercise: $0.83Exp: 2018-11-03→ Common Stock (3,103,053 underlying)
Footnotes (6)
- [F1]This Form 4 is being filed on behalf of IBS Capital LLC ("IBS Capital"), The IBS Turnaround Fund (QP) (A Limited Partnership) (the "QP Fund"), The IBS Turnaround Fund, L.P. (the "LP Fund"), The IBS Opportunity Fund, Ltd., (the "Opportunity Fund"), and David A. Taft ("Taft") (IBS Capital, the QP Fund, the LP Fund, the Opportunity Fund and 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 LP Fund. IBS Capital is the investment manager of the Opportunity Fund. The QP Fund, the LP Fund and the Opportunity Fund are hereinafter referred to as the "IBS Capital Funds". Taft is the president and a member of IBS Capital.
- [F2]Each of the QP Fund, the LP Fund and the Opportunity Fund is the direct holder of a PIK Convertible Note issued by Applied Minerals, Inc. (the "Issuer") and due in 2018 (each, a "Series A Note"), pursuant to transactions previously reported on Form 4. As of December 14, 2017 (the "Transaction Date"), the QP Fund is the holder of Series A Notes in the principal amount of $2,575,534. The LP Fund is the holder of Series A Notes in the principal amount of $1,282,568. The Opportunity Fund is the holder of Series A Notes in the principal amount of $250,248.
- [F3]A majority of the holders of the Series A Notes voted to extend (the "Extension") the maturity date of the Series A Notes from November 3, 2018 to May 1, 2023, such Extension to be effective as of December 14, 2017 (The "Transaction Date"). The Series A Notes were initially issued on, and were exercisable from, November 4, 2014. In connection the Extension, the conversion price of the Series A Notes was reduced from $0.83 to $0.40 as of the Transaction Date. Following the reduction of the conversion price: (i) the Series A Notes held by the QP Fund are convertible into 6,438,834 shares of the Issuer's Common Stock ("Shares"); (ii) the Series A Notes held by the LP Fund are convertible into 3,206,419 Shares; and (iii) the Series A Notes held by the Opportunity Fund are convertible into 625,619 Shares. Pursuant to SEC guidance, the amendment to the Series A Notes is reported on this Form 4 as though the pre- Extension Series A Notes were cancelled and replaced with new Series A Notes.
- [F4]In connection with the Extension, on the Transaction Date the Issuer issued warrants (the "Warrants") representing the right to purchase Shares at an exercise price of $0.10 per Share, in the following amounts: (i) 299,317 Warrants issued to the LP Fund; (ii) 601,060 Warrants issued to the QP Fund; and (iii) 58,401 Warrants issued to the Opportunity Fund. The Warrants are each exercisable as of the Transaction Date and have an expiration date that is five years following the Transaction Date.
- [F5]The Reporting Persons each disclaim any beneficial ownership of the securities except to the extent of any pecuniary interest.
- [F6]Amount includes an additional $49,607 in principal amount representing PIK interest received.
Documents
Issuer
Applied Minerals, Inc.
CIK 0000008328
Entity typeother
Related Parties
1- filerCIK 0001448562
Filing Metadata
- Form type
- 4
- Filed
- Dec 17, 7:00 PM ET
- Accepted
- Dec 18, 6:52 PM ET
- Size
- 32.6 KB