0001179110-11-005636.txt : 20110330
0001179110-11-005636.hdr.sgml : 20110330
20110330190002
ACCESSION NUMBER: 0001179110-11-005636
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20110328
FILED AS OF DATE: 20110330
DATE AS OF CHANGE: 20110330
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Applied Minerals, Inc.
CENTRAL INDEX KEY: 0000008328
STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040]
IRS NUMBER: 820096527
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1124
BUSINESS ADDRESS:
STREET 1: 110 GREENE STREET
STREET 2: SUITE 1101
CITY: NEW YORK
STATE: NY
ZIP: 10012
BUSINESS PHONE: 212-226-4256
MAIL ADDRESS:
STREET 1: 110 GREENE STREET
STREET 2: SUITE 1101
CITY: NEW YORK
STATE: NY
ZIP: 10012
FORMER COMPANY:
FORMER CONFORMED NAME: ATLAS MINING CO
DATE OF NAME CHANGE: 19990716
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: IBS CAPITAL LLC
CENTRAL INDEX KEY: 0001414860
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-31380
FILM NUMBER: 11723403
BUSINESS ADDRESS:
STREET 1: ONE INTERNATIONAL PLACE
STREET 2: 2401
CITY: BOSTON
STATE: MA
ZIP: 02110
BUSINESS PHONE: (617) 310-5160
MAIL ADDRESS:
STREET 1: ONE INTERNATIONAL PLACE
STREET 2: 2401
CITY: BOSTON
STATE: MA
ZIP: 02110
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: IBS TURNAROUND FUND (QP) (A LTD PARTNERSHIP)
CENTRAL INDEX KEY: 0001415021
STATE OF INCORPORATION: MA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-31380
FILM NUMBER: 11723404
BUSINESS ADDRESS:
STREET 1: ONE INTERNATIONAL PLACE
STREET 2: 2401
CITY: BOSTON
STATE: MA
ZIP: 02110
BUSINESS PHONE: (617) 310-5160
MAIL ADDRESS:
STREET 1: ONE INTERNATIONAL PLACE
STREET 2: 2401
CITY: BOSTON
STATE: MA
ZIP: 02110
4
1
edgar.xml
FORM 4 -
X0303
4
2011-03-28
0
0000008328
Applied Minerals, Inc.
AMNL
0001414860
IBS CAPITAL LLC
ONE INTERNATIONAL PLACE
SUITE 2401
BOSTON
MA
02110
1
0
1
0
0001415021
IBS TURNAROUND FUND (QP) (A LTD PARTNERSHIP)
ONE INTERNATIONAL PLACE
STE 2410
BOSTON
MA
02110
0
0
1
0
Common Stock
2011-03-28
4
P
0
2500000
.8
A
19434124
I
See Notes 1 and 10.
10% PIK-Election Covertible Notes
1
Common Stock
500000
2
I
See Notes 1 and 2.
10% PIK-Election Covertible Notes
1
Common Stock
4027
2
I
See Notes 1 and 3.
10% PIK-Election Covertible Notes
1
Common Stock
100000
2
I
See Notes 1 and 4.
10% PIK-Election Covertible Notes
1
Common Stock
25202
2
I
See Notes 1 and 8.
10% PIK-Election Covertible Notes
1
Common Stock
15278
2
I
See Notes 1 and 9.
IBS Capital LLC ("IBS Capital") is the general partner of The IBS Turnaround (QP) Fund (A Limited Partnership) ("QP Fund") and The IBS Turnaround Fund (A Limited Partnership) ("LP Fund"). IBS Capital is the investment adviser of The IBS Opportunity Fund, Ltd. ("Opportunity Fund"). The QP Fund, LP Fund and Opportunity Fund shall be referred to herein as the "Funds."
On May 17, 2010, pursuant to a series of note issuances, the issuer issued to each of the QP Fund and the LP Fund a 10% PIK-Election Convertible Note (the "May 2010 $1.00 Primary Notes") on substantially the same terms and conditions. The 500,000 shares of common stock of the issuer ("Common Stock" or "Shares") into which outstanding amounts are convertible under the May 2010 $1.00 Primary Notes include: (i) 260,000 Shares into which amounts payable under the May 2010 $1.00 Primary Note by the issuer to the QP Fund are convertible and (ii) 240,000 Shares into which amounts payable under the May 2010 $1.00 Primary Note by the issuer to the LP Fund are convertible. The principal amount of the May 2010 $1.00 Primary Note issued to the QP Fund was $260,000 and the principal amount of the May 2010 $1.00 Primary Note issued to LP Fund was $240,000.
On June 15, 2010, the issuer issued to each of the QP Fund and the LP Fund a 10% PIK-Election Convertible Note (the "June 2010 $1.00 Interest Notes") in respect of interest due on the May 2010 $1.00 Primary Notes on substantially the same terms and conditions. The 4,027 Shares into which outstanding amounts are convertible under the June 2010 $1.00 Interest Notes include: (i) 2,094 Shares into which amounts payable under the June 2010 $1.00 Interest Note by the issuer to the QP Fund are convertible and (ii) 1,933 Shares into which amounts payable under the June 2010 $1.00 Interest Note by the issuer to the LP Fund are convertible. The principal amount of the June $1.00 Interest Note issued to the QP Fund was $2,094 and the principal amount of the June $1.00 Interest Note issued to the LP Fund was $1,933.
On October 21, 2010, pursuant to a series of note issuances, the issuer issued to each of the QP Fund and the LP Fund a 10% PIK-Election Convertible Note (the "October 2010 $1.00 Primary Notes") on substantially the same terms and conditions. The 1,000,000 Shares into which outstanding amounts are convertible under the October 2010 $1.00 Primary Notes include: (i) 650,000 Shares into which amounts payable under the October 2010 $1.00 Primary Note by the issuer to the QP Fund are convertible and (ii) 350,000 Shares into which amounts payable under the October 2010 $1.00 Primary Note by the issuer to the LP Fund are convertible. The principal amount of the October 2010 $1.00 Primary Note issued to the QP Fund was $650,000 and the principal amount of the October 2010 $1.00 Primary Note issued to LP Fund was $350,000.
The May 2010 $1.00 Primary Notes, June 2010 $1.00 Interest Notes, October 2010 $1.00 Primary Notes, December-May 2010 $1.00 Interest Notes, and December-October 2010 $1.00 Interest Notes shall be referred to herein as the "Notes."
The Notes have a maturity date of December 15, 2018. At the noteholder's option, amounts outstanding under a Note may be converted into Common Stock at any time after the issuer has authorized sufficient shares to convert such amounts outstanding into Common Stock at the conversion price of $1.00 per Share (the "Conversion Price").
The amount outstanding under a Note shall be mandatorily converted into Common Stock of the issuer at the Conversion Price on the earliest date that is one year after the Note's date of issuance when each of the following conditions have been satisfied: (i) the issuer's authorization of a sufficient number of shares to convert amounts outstanding under all of the notes in the series into Common Stock; (ii) the average closing bid or market price of Common Stock for the preceding five days being in excess of the Conversion Price; and (iii) either (a) the issuer has filed a registration statement for the resale the number of shares into which the outstanding amount under a Note is convertible or (b) the shares are resalable under Rule 144.
On December 15, 2010, the issuer issued to each of the QP Fund and the LP Fund a 10% PIK-Election Convertible Note (the "December-May 2010 $1.00 Interest Notes") in respect of interest due on the May 2010 $1.00 Primary Notes on substantially the same terms and conditions. The 25,202 Shares into which outstanding amounts are convertible under the December-May 2010 $1.00 Interest Notes include: (i) 13,105 Shares into which amounts payable under the December-May 2010 $1.00 Interest Note by the issuer to the QP Fund are convertible and (ii) 12,097 Shares into which amounts payable under the December-May 2010 $1.00 Interest Note by the issuer to the LP Fund are convertible. The principal amount of the December-May 2010 $1.00 Interest Note issued to the QP Fund was $13,105 and the principal amount of the December-May 2010 $1.00 Interest Note issued to the LP Fund was $12,097.
On December 15, 2010, the issuer issued to each of the QP Fund and the LP Fund a 10% PIK-Election Convertible Note (the "December-October 2010 $1.00 Interest Notes") in respect of interest due on the October 2010 $1.00 Primary Notes on substantially the same terms and conditions. The 15,278 Shares into which outstanding amounts are convertible under the December-October 2010 $1.00 Interest Notes include: (i) 9,931 Shares into which amounts payable under the December-October 2010 $1.00 Interest Note by the issuer to the QP Fund are convertible and (ii) 5,347 Shares into which amounts payable under the December-October 2010 $1.00 Interest Note by the issuer to the LP Fund are convertible. The principal amount of the December-October 2010 $1.00 Interest Note issued to the QP Fund was $9,931 and the principal amount of the December-October 2010 $1.00 Interest Note issued to the LP Fund was $5,347.
As of March 28, 2011, IBS Capital beneficially owned 19,434,124 Shares, which consisted of: (i) 10,774,748 Shares directly held by the QP fund; (ii) 4,836,782 Shares directly held by the LP Fund; and (iii) 3,822,594 Shares directly held by the Opportunity Fund.
IBS Capital LLC, by David A. Taft, Manager
2011-03-30
IBS TURNAROUND FUND (QP) (A LTD PARTNERSHIP) By IBS Capital LLC, Its General Partner, David A. Taft, Manager
2011-03-30