| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Klondex Mines Unlimited Liability Co [ KLDX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/20/2018 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Shares | 07/20/2018 | D | 103,682 | D | (1) | 0 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Employee Stock Options | (2) | 07/20/2018 | D | 248,000 | (2) | (2) | Common Shares | 248,000 | $0 | 0 | D | ||||
| Restricted Share Units ("RSUs") | (3) | 07/20/2018 | D | 68,258 | (3) | (3) | Common Shares | 68,258 | $0 | 0 | D | ||||
| Performance-Based Restricted Share Units ("PSUs") | (4) | 07/20/2018 | D | 64,168 | (4) | (4) | Common Shares | 64,168 | $0 | 0 | D | ||||
| Explanation of Responses: |
| 1. The common shares were disposed of upon completion of a statutory plan of arrangement under the Business Corporations Act (British Columbia) (the "Arrangement") and pursuant to an arrangement agreement dated March 16, 2018, by and among the Issuer, Hecla Mining Company ("Hecla") and 1156291 B.C. Unlimited Liability Company, a wholly-owned subsidiary of Hecla, in exchange for $87,206.93 in cash and 42,882 common shares of Hecla, having a market value of $3.220 per share on the effective date of the Arrangement (the "Effective Date"), Date"), and 12,960 common shares of Havilah Mining Corporation, a subsidiary of Hecla ("Havilah"), having a market value of $0.46 per share on the first date of trading. |
| 2. Immediately prior to the Effective Date, the outstanding "in-the-money" options were converted into common shares of the Issuer, which were then disposed of pursuant to the Arrangement for $208,592.80 in cash, 102,572 common shares of Hecla, having a market value of $3.220 per share on the Effective Date, and 12,960 common shares of Havilah, having a market value of $0.46 per share on the first date of trading. |
| 3. Each RSU represented a contingent right to receive the economic equivalent of one common share of the Issuer. Immediately prior to the Effective Date, the RSUs were converted into common shares of the Issuer, which were then disposed of pursuant to the Arrangement in exchange for $57,411.80 in cash, 28,231 common shares of Hecla, having a market value of $3.220 per share on the Effective Date, and 8,532 common shares of Havilah, having a market value of $0.46 per share on the first date of trading. |
| 4. Each PSU represented a contingent right to receive the economic equivalent of one common share of the Issuer. The PSUs were subject to performance criteria to be determined by the compensation committee of the board of directors of the Issuer. Pursuant to the Arrangement, and following determination that the performance criteria had been satisfied, the PSUs were cancelled in exchange for a cash payment of $2.25 per PSU. |
| /s/ Michael B. Doolin, Jr. | 07/28/2018 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||