0001512920-16-000048.txt : 20160708 0001512920-16-000048.hdr.sgml : 20160708 20160708105921 ACCESSION NUMBER: 0001512920-16-000048 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20160708 DATE AS OF CHANGE: 20160708 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NORTHERN DYNASTY MINERALS LTD CENTRAL INDEX KEY: 0001164771 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 000000000 STATE OF INCORPORATION: A1 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-81955 FILM NUMBER: 161758087 BUSINESS ADDRESS: STREET 1: 15TH FLOOR STREET 2: 1040 WEST GEORGIA STREET CITY: VANCOUVER STATE: A1 ZIP: V6E 4H8 BUSINESS PHONE: 604-684-6365 MAIL ADDRESS: STREET 1: 15TH FLOOR STREET 2: 1040 WEST GEORGIA STREET CITY: VANCOUVER STATE: A1 ZIP: V6E 4H8 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SPROTT INC. CENTRAL INDEX KEY: 0001512920 IRS NUMBER: 000000000 STATE OF INCORPORATION: A6 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: ROYAL BANK PLAZA, SOUTH TOWER STREET 2: 200 BAY STREET, SUITE 2700 CITY: TORONTO STATE: A6 ZIP: M5J 2J1 BUSINESS PHONE: 416-943-4065 MAIL ADDRESS: STREET 1: ROYAL BANK PLAZA, SOUTH TOWER STREET 2: 200 BAY STREET, SUITE 2700 CITY: TORONTO STATE: A6 ZIP: M5J 2J1 SC 13G 1 northerndynasty13gjun16.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Northern Dynasty Minerals Ltd. (Name of Issuer) Common Shares (Title of Class of Securities) 65510M204 (CUSIP Number) June 30, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ]Rule 13d-1(b) [ X ]Rule 13d-1(c) [ ]Rule 13d-1(d) CUSIP No. 65510M204 ........................................ 1. NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Sprott Inc. ________________________________________________________________________________ 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [x] ________________________________________________________________________________ 3. SEC USE ONLY ________________________________________________________________________________ 4. CITIZENSHIP OR PLACE OF ORGANIZATION Ontario, Canada ________________________________________________________________________________ NUMBER OF 5. SOLE VOTING POWER SHARES 14,724,500 _________________________________________________________________ BENEFICIALLY 6. SHARED VOTING POWER OWNED BY 0 _________________________________________________________________ EACH 7. SOLE DISPOSITIVE POWER REPORTING 14,724,500 _________________________________________________________________ PERSON 8. SHARED DISPOSITIVE POWER WITH 0 ________________________________________________________________________________ 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 14,724,500 ________________________________________________________________________________ 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [_] ________________________________________________________________________________ 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 5.4% ________________________________________________________________________________ 12. TYPE OF REPORTING PERSON* CO ________________________________________________________________________________ Item 1. (a) Name of Issuer: Northern Dynasty Minerals Ltd. (b) Address of Issuer's Principal Executive Offices: 15th Floor - 1040 W. Georgia St. Vancouver, BC V6E 4H1 Item 2. (a) Name of Person Filing: Sprott Inc. (b) Address of Principal Business Office: 200 Bay Street, Suite 2700, PO Box 27, Toronto, ON M5J 2J1 (c) Citizenship: Canada (d) Title of Class of Securities: Common Shares (e) CUSIP Number: 65510M204 Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check whether the person filing is a: (a) [ ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). (b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). (c) [ ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). (d) [ ] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). (e) [ ] An investment adviser in accordance with ss. 240.13d-1(b)(ii)(E). (f) [ ] An employee benefit plan or endowment fund in accordance with ss. 240.13d-1(b)(1)(ii)(F). (g) [ ] A parent holding company or control person in accordance with ss. 240.13d-1(b)(1)(ii)(G). (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). (i) [ ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3). (j) [ ] Group, in accordance with ss. 240.13d-1(b)(1)(ii)(J). Item 4. Ownership (a) Amount Beneficially Owned: 14,724,500 (b) Percent of Class: 5.4% (c) Number of shares as to which Sprott Inc. has: (i) Sole power to vote or to direct the vote: 14,724,500 (ii) Shared power to vote or to direct the vote: 0 (iii) Sole power to dispose or to direct the disposition of: 14,724,500 (iv) Shared power to dispose or to direct the disposition of: 0 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 five percent of the class of securities, check the following. [ ] Item 6. Ownership of More than Five Percent on Behalf of Another Person: These shares are held in accounts managed by subsidiaries of Sprott Inc., none of which, beneficially owns more than five percent of the class. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company: N/A Item 8. Identification and Classification of Members of the Group: N/A Item 9. Notice of Dissolution of Group: N/A Item 10. Certification: 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. SIGNATURE 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. July 8, 2016 _____________________ Date SPROTT Inc. By: /s/Kirstin McTaggart _____________________ Kirstin McTaggart Authorized Person