(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o
Rule 13d-1(b)
x Rule 13d-1(c)
o Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions
of the Act (however, see the Notes).
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
21,000,000(1)
6
SHARED
VOTING POWER
0
7
SOLE DISPOSITIVE POWER
21,000,000(1)
8
SHARED DISPOSITIVE POWER
0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
21,000,000(1)
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES ¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
19.0%(2)
12
TYPE OF REPORTING PERSON
IN
(1) Consists of 14,000,000 shares issued to Coeur Mining, Inc. in accordance with that certain Share Purchase Agreement, dated as of October 27, 2021, and 7,000,000 shares issuable in accordance with that certain Common Share Purchase Warrant, dated as of March 21, 2022.
(2)
The percentages set forth above and in the rest of this Schedule 13G are calculated based upon an aggregate of 110,568,682
common shares outstanding, comprised of (i) 89,568,682 Common Shares outstanding as of December 31, 2020 as reported in the Issuer’s Annual Report on Form 20-F filed with the Securities and Exchange Commission on March 18, 2021 and (ii) 14,000,000 shares issued to Coeur Mining, Inc. in accordance with that certain Share Purchase Agreement, dated as of October 27, 2021, and 7,000,000 shares issuable in accordance with that certain Common Share Purchase Warrant, dated as of March 21, 2022.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof the reporting person has
ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following o.
Item 6. Ownership of More Than Five Percent on Behalf of Another Person.
Not
Applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.
Not Applicable.
Item 8. Identification and Classification of Members of the Group.
Not Applicable.
Item 9. Notice of Dissolution of Group.
Not
Applicable.
Item 10. Certifications.
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.