0001179110-11-010196.txt : 20110629
0001179110-11-010196.hdr.sgml : 20110629
20110629163404
ACCESSION NUMBER: 0001179110-11-010196
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20110627
FILED AS OF DATE: 20110629
DATE AS OF CHANGE: 20110629
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: 11939309
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: 11939308
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
2011-06-27
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
2011-06-27
4
P
0
1250000
1.6
A
21235699
I
See Notes 1, 7 and 9.
10% PIK-Election Covertible Notes
1
Common Stock
1000000
2
I
See Notes 1, 2 and 7.
10% PIK-Election Covertible Notes
1
Common Stock
15278
2
I
See Notes 1, 6, and 7.
10% PIK-Election Covertible Notes
1
Common Stock
50764
2
I
See Notes 1, 7 and 8.
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 manager of The IBS Opportunity Fund, Ltd. ("Opportunity Fund").
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 amounts payable are convertible under the October 2010 $1.00 Primary Notes include: (i) 650,000 Shares into which the amount 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 the amount 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 October 2010 $1.00 Primary Notes, December-October 2010 $1.00 Interest Notes, and June 2011-October 2010 Interst Notes shall be referred to herein as the "Notes."
The Notes have a maturity date of December 15, 2018. At the noteholder's option, the outstanding amount payable under a Note may be converted into Common Stock at any time after the issuer has authorized sufficient shares to convert such outstanding amount payable into Common Stock at the conversion price of $1.00 per Share (the "Conversion Price").
The outstanding amount payable under a Note shall be mandatorily converted into Common Stock 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 outstanding amounts payable 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-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 the amount payable under the December-October 2010 $1.00 Interest Note by the issuer to the QP Fund is convertible and (ii) 5,347 Shares into which the amount payable under the December-October 2010 $1.00 Interest Note by the issuer to the LP Fund is 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.
The reported securities are directly beneficially owned by QP Fund, the LP Fund and/or the Opportunity Fund. The reporting persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein.
On June 15, 2011, the issuer issued to each of the QP Fund and the LP Fund a 10% PIK-Election Convertible Note (the "June 2011-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 50,764 Shares into which outstanding amounts are convertible under the June 2011-October 2010 $1.00 Interest Notes include: (i) 32,997 Shares into which the amount payable under the June 2011-October 2010 $1.00 Interest Note by the issuer to the QP Fund is convertible and (ii) 17,767 Shares into which the amount payable under the June 2011-October 2010 $1.00 Interest Note by the issuer to the LP Fund is convertible. The principal amount of the June 2011-October 2010 $1.00 Interest Note issued to the QP Fund was $32,997 and the principal amount of the June 2011-October 2010 $1.00 Interest Note issued to the LP Fund was $17,767.
As of June 27, 2011 IBS Capital indirectly beneficially owned 21,235,699 Shares, which consisted of: (i) 11,767,567 Shares directly beneficially owned by the QP Fund; (ii) 5,306,538 Shares directly beneficially owned by the LP Fund; and (iii) 4,161,594 Shares directly beneficially owned by the Opportunity Fund.
IBS Capital LLC, by David A. Taft, Manager
2011-06-29
IBS TURNAROUND FUND (QP) (A LTD PARTNERSHIP) By IBS Capital LLC, Its General Partner, David A. Taft, Manager
2011-06-29