0001144204-17-044759.txt : 20170823 0001144204-17-044759.hdr.sgml : 20170823 20170823160806 ACCESSION NUMBER: 0001144204-17-044759 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20170823 DATE AS OF CHANGE: 20170823 GROUP MEMBERS: RESOLUTE FUNDS LTD GROUP MEMBERS: TOM STANLEY SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Kirkland Lake Gold Ltd. CENTRAL INDEX KEY: 0001713443 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 000000000 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-90083 FILM NUMBER: 171047225 BUSINESS ADDRESS: STREET 1: 200 BAY STREET, SUITE 3120 CITY: TORONTO STATE: A6 ZIP: M5J 2J1 BUSINESS PHONE: 416-840-7884 MAIL ADDRESS: STREET 1: 200 BAY STREET, SUITE 3120 CITY: TORONTO STATE: A6 ZIP: M5J 2J1 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Resolute Performance Fund CENTRAL INDEX KEY: 0001365340 IRS NUMBER: 000000000 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 2323 YONGE STREET, SUITE 502 CITY: TORONTO STATE: A6 ZIP: M4P 2C9 BUSINESS PHONE: 416 350-3232 MAIL ADDRESS: STREET 1: 2323 YONGE STREET, SUITE 502 CITY: TORONTO STATE: A6 ZIP: M4P 2C9 SC 13G 1 v473934_sc13g.htm SC 13G

 

 

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

Kirkland Lake Gold Ltd.

 

(Name of Issuer)

Common Shares

 

(Title of Class of Securities)

49741E100

 

(CUSIP Number)

August 16, 2017

 

(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)
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 disclosures provided in a prior cover page.

 

The information required on 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 (the “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).

 

 

 

 

 - 2 - 

 

 

CUSIP No.  49741E100  

 

1 

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)

 

Resolute Performance Fund

2 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  
(b)  

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

  

Ontario, Canada

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5 SOLE VOTING POWER
16,250,0001
6 SHARED VOTING POWER
16,250,0001
7 SOLE DISPOSITIVE POWER
16,250,0001
8

SHARED DISPOSITIVE POWER

16,250,0001

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

16,250,0001

10

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*        

 

Not Applicable.

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

7.8%2

12

 

TYPE OF REPORTING PERSON

 

FI3

 

1Resolute Funds Limited, the Trustee and Manager of Resolute Performance Fund, may be deemed to have sole voting and dispositive power over the issuer’s Common Shares and Tom Stanley, the President, Chief Investment Officer and Portfolio Manager of Resolute Funds Limited, may be deemed to have sole voting and dispositive power over the issuer’s Common Shares.

 

2Based on 208,693,813 total Common Shares of the issuer outstanding as of August 1, 2017.

 

3Resolute Performance Fund is an open-ended investment trust established under the laws of Ontario, Canada.

 

 

 

 - 3 - 

 

CUSIP No.  49741E100  

 

 

1 

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)

 

Resolute Funds Limited

2 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  
(b)  

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

  

Ontario, Canada

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5 SOLE VOTING POWER
16,250,0001
6 SHARED VOTING POWER
16,250,0001
7 SOLE DISPOSITIVE POWER
16,250,0001
8

SHARED DISPOSITIVE POWER

16,250,0001

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

16,250,0001

10

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*        

 

Not Applicable.

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

7.8%2

12

 

TYPE OF REPORTING PERSON

 

IA3

   

1The shares are owned directly by Resolute Performance Fund. Resolute Funds Limited is the Trustee and Manager of Resolute Performance Fund and may be deemed to have sole voting and dispositive power over the shares of the issuer’s Common Shares.

 

2Based on 208,693,813 total Common Shares of the issuer outstanding as of August 1, 2017.

 

3Resolute Funds Limited is registered with the Ontario Securities Commission as an Adviser in the category of Portfolio Manager and Investment Fund Manager.

 

 

 

 - 4 - 

 

CUSIP No.  49741E100  

 

1 

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)

 

Tom Stanley

2 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  
(b)  

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

  

Canada

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5 SOLE VOTING POWER
16,250,0001
6 SHARED VOTING POWER
16,250,0001
7 SOLE DISPOSITIVE POWER
16,250,0001
8

SHARED DISPOSITIVE POWER

16,250,0001

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

16,250,0001

10

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*        

 

Not Applicable.

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

7.8%2

12

 

TYPE OF REPORTING PERSON

 

IN

 

1The shares are owned directly by Resolute Performance Fund. Resolute Funds Limited is the Trustee and Manager of Resolute Performance Fund and Tom Stanley is the President, Chief Investment Officer and Portfolio Manager of Resolute Funds Limited and may be deemed to have sole voting and dispositive power over the issuer’s Common Shares.

 

2Based on 208,693,813 total Common Shares of the issuer outstanding as of August 1, 2017.

 

 

 - 5 - 

 

 

Item 1(a) Name of Issuer:

Kirkland Lake Gold Ltd.

 

Item 1(b)

Address of Issuer’s Principal Executive Offices:


Royal Bank Plaza, South Tower
200 Bay Street, Suite 3120

Toronto, Ontario

Canada M5J 2J1

 

Item 2(a)

Name of Persons Filing:

Resolute Performance Fund; Resolute Funds Limited, the manager and trustee of Resolute Performance Fund; and Tom Stanley, the President, Chief Investment Officer and Portfolio Manager of Resolute Funds Limited.

 

Item 2(b)

Address of Principal Business Office of the Reporting Persons:

2323 Yonge Street, Suite 502

Toronto, Ontario

Canada M4P 2C9

 

 

Item 2(c)

Citizenship:

Ontario, Canada

 

 

Item 2(d) Title of Class of Securities:

Common Shares

 

Item 2(e)

CUSIP Number:


49741E100

 

Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

 

   (a) Broker or dealer registered under section 15 of the Act;

 

   (b) Bank as defined in section 3(a)(6) of the Act;

 

   (c) Insurance company as defined in section 3(a)(19) of the Act;

 

   (d) Investment company registered under section 8 of the Investment Company Act of 1940;

 

   (e) An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

 

   (f) An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

 

   (g) A parent holding company or control person in accordance with Rule 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;

 

   (j) A non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J);
       
   (k)

Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution: _________

 

Not applicable.

 

 

 - 6 - 

 

Item 4. Ownership.

 

  (a) Amount beneficially owned:  16,250,000 Common Shares

 

  (b) Percent of class:  7.8%.  The percentages used herein and in the rest of Item 4 are calculated based upon 208,693,813 total Common Shares issued and outstanding as of August 1, 2017.  

 

  (c) Number of shares as to which the person has:

 

  (i) Sole power to vote or to direct the vote:  16,250,000

 

  (ii) Shared power to vote or to direct the vote:   16,250,000

 

  (iii) Sole power to dispose or to direct the disposition of:   16,250,000

 

  (iv) Shared power to dispose or to direct the disposition of:   16,250,000

  

Item 5. Ownership of Five Percent or Less of a Class.

Not Applicable.

 

Item 6. Ownership of More than Five Percent on Behalf of Another Person.

Not Applicable.

 

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.

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.

 

   

 

 - 7 - 

 

SIGNATURES

 

         After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

 

 

Dated:  August 23, 2017 RESOLUTE PERFORMANCE FUND
     
  By: /s/ Anna Goncharova
    Name: Anna Goncharova
    Title:   Chief Financial Officer of Resolute Funds Limited,
             its Manager and Trustee
     
     
  RESOLUTE FUNDS LIMITED
     
  By: /s/ Anna Goncharova
    Name: Anna Goncharova
    Title:   Chief Financial Officer
     
  By: /s/ Tom Stanley
    Name: Tom Stanley

 

 

 

 - 8 - 

 

EXHIBIT A

 

 

Joint Filing Agreement

 

The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the Common Shares of Kirkland Lake Gold Ltd. shall be filed on behalf of each of the undersigned. The undersigned hereby further agree that this Agreement shall be filed as an exhibit to such Schedule 13G. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

 

Dated:  August 23, 2017 RESOLUTE PERFORMANCE FUND
     
  By: /s/ Anna Goncharova
    Name: Anna Goncharova
    Title:   Chief Financial Officer of Resolute Funds Limited,
             its Manager and Trustee
     
     
  RESOLUTE FUNDS LIMITED
     
  By: /s/ Anna Goncharova
    Name: Anna Goncharova
    Title:   Chief Financial Officer
     
  By: /s/ Tom Stanley
    Name: Tom Stanley