0001413303-18-000029.txt : 20181009 0001413303-18-000029.hdr.sgml : 20181009 20181005184353 ACCESSION NUMBER: 0001413303-18-000029 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20181009 DATE AS OF CHANGE: 20181005 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MIRANDA GOLD CORP CENTRAL INDEX KEY: 0000942149 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 000000000 STATE OF INCORPORATION: A1 FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-83177 FILM NUMBER: 181111606 BUSINESS ADDRESS: STREET 1: 15381 - 36TH AVENUE CITY: SURREY STATE: A1 ZIP: V3Z 0J5 BUSINESS PHONE: 604-536-2711 MAIL ADDRESS: STREET 1: 15381 - 36TH AVENUE CITY: SURREY STATE: A1 ZIP: V3Z 0J5 FORMER COMPANY: FORMER CONFORMED NAME: MIRANDA DIAMOND CORP DATE OF NAME CHANGE: 20030113 FORMER COMPANY: FORMER CONFORMED NAME: MIRANDA INDUSTRIES INC DATE OF NAME CHANGE: 19950320 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GLOBAL STRATEGIC MANAGEMENT INC CENTRAL INDEX KEY: 0001413303 IRS NUMBER: 521729253 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: PO BOX 6643 CITY: ANNAPOLIS STATE: MD ZIP: 21401 BUSINESS PHONE: 410-224-2037 MAIL ADDRESS: STREET 1: PO BOX 6643 CITY: ANNAPOLIS STATE: MD ZIP: 21401 SC 13G/A 1 mad20180930.txt NO LONGER BENEFICIAL OWNER OF MIRANDA UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 Amendment No. 15* Miranda Gold Corp. ----------------------------------------------------------------------------- (Name of Issuer) Common Stock, $0.001 par value per share ----------------------------------------------------------------------------- (Title of Class of Securities) 604673103 ----------------------------------------------------------------------------- (CUSIP Number) September 30, 2018 ----------------------------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] 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). CUSIP No. 604673103 1. NAMES OF REPORTING PERSONS Global Strategic Management, Inc. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) 52-1729253 ---------------------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a)[ ] (b)[ ] ----------------------------------------------------------------------------- 3. ---------------------------------------------------------------------------- 4. CITIZENSHIP OR PLACE OF ORGANIZATION State of Maryland ---------------------------------------------------------------------------- NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 6,050,000 6. SHARED VOTING POWER 0 7. SOLE DISPOSITIVE POWER 6,050,000 8. SHARED DISPOSITIVE POWER 0 ----------------------------------------------------------------------------- 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,050,000 ----------------------------------------------------------------------------- 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) [ ] ----------------------------------------------------------------------------- 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 4.4% -------------------------------------------------------------------------- 12. TYPE OF REPORTING PERSON: IA CUSIP No. 604673103 1. NAMES OF REPORTING PERSONS: EuroPac Gold Fund I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY): 46-2833401 ---------------------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a)[ ] (b)[ ] ----------------------------------------------------------------------------- 3. ---------------------------------------------------------------------------- 4. CITIZENSHIP OR PLACE OF ORGANIZATION: Delaware Statutory Trust ---------------------------------------------------------------------------- NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 0 6. SHARED VOTING POWER 4,970,000 7. SOLE DISPOSITIVE POWER 0 8. SHARED DISPOSITIVE POWER 4,970,000 ----------------------------------------------------------------------------- 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,970,000 ----------------------------------------------------------------------------- 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) [ ] ----------------------------------------------------------------------------- 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 3.6% -------------------------------------------------------------------------- 12. TYPE OF REPORTING PERSON: IC Item 1(a) Name of Issuer: Miranda Gold Corp. Item 1(b) Address of issuer's principal executive offices: 15381 - 36TH AVENUE SOUTH SURREY, BC V3Z 0J5 CANADA Item 2(a) Name of person filing: (i) GLOBAL STRATEGIC MANAGEMENT, INC. (ii) EuroPac Gold Fund, a series of Investment Managers Series Trust Item 2(b) Address or principal business office or, if none, residence: (i) P.O. Box 6643, Annapolis, MD 21401 (ii) 235 West Galena Street, Milwaukee, WI 53212 Item 2(c) Citizenship: (i) U.S. (Organized in Maryland) (ii) U.S. (Organized in Delaware) Item 2(d) Title of Class of Securities: Common Stock Item 2(e) CUSIP No.: 604673103 Item 3. If this statement is filed pursuant to Rule 13-d-1(b), or 13d-2(b) or (c), check whether the person filing is a: (i) Global Strategic Management is an investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (ii)EuroPac Gold Fund is an investment company registered under section 8 of the Investment Company Act of 1940; (15 U.S.C. 80a-8) Item 4. Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount beneficially owned: (i) Global Strategic Management: 6,050,000* *This amount includes what is held in the Fund (amount below). (ii) EuroPac Gold Fund: 4,970,000 (b) Percent of class: (i) Global Strategic Management: 4.4% (ii) EuroPac Gold Fund: 3.6% (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: (i) Global Strategic Management: 6,050,000 (ii)EuroPac Gold Fund: 0 (ii) Shared power to vote or to direct the vote: 0 (i) Global Stategic Management: 0 (ii)EuroPac Gold Fund: 4,970,000 (iii) Sole power to dispose or to direct the disposition of: (i) Global Stategic Management: 6,050,000 (ii)EuroPac Gold Fund: 0 (iv) Shared power to dispose or to direct the disposition of: (i) Global Stategic Management: 0 (ii)EuroPac Gold Fund: 4,970,000 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: [x] Item 6. Ownership of More than 5 Percent on Behalf of Another Person. Global Strategic Management serves as subadviser to the EuroPac Gold Fund** 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 acquired and are held in the ordinary course of business and 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. Date: October 5, 2018 By: /s/ Adrian V. Day Name: Adrian V. Day Title: President Global Strategic Management Date: October 5, 2018 By: /s/ Joy Ausili Name: Joy Ausili Title: Vice President Investment Managers Series Trust, on behalf of the EuroPac Gold Fund **JOINT FILING AGREEMENT WHEREAS, in accordance with Rule 13d-1(k)(1) under the Securities and Exchange Act of 1934 (the Act), only one joint Statement and any amendments thereto need to be filed whenever one or more persons are required to file such a Statement or any amendments thereto pursuant to Section 13(d) of the Act with respect to the same securities, provided that said persons agree in writing that such Statement or amendments thereto is filed on behalf of each of them; NOW, THEREFORE, the parties hereto agree as follows: Global Strategic Management and the EuroPac Gold Fund, a series of Investment Managers Series Trust, do hereby agree, in accordance with Rule 13d-1(k)(1) under the Act, to file a Statement on Schedule 13G relating to their ownership of the Common Stocks in the Issuer, and do hereby further agree that said Statement on Schedule 13G shall be filed on behalf of each of them. Date: October 5, 2018 By: /s/ Adrian V. Day Name: Adrian V. Day Title: President Global Strategic Management Date: October 5, 2018 By: /s/ Joy Ausili Name: Joy Ausili Title: Vice President Investment Managers Series Trust, on behalf of the EuroPac Gold Fund