X0306 4 2017-12-14 0 0000008328 Applied Minerals, Inc. AMNL 0001414860 IBS CAPITAL LLC ONE INTERNATIONAL PLACE SUITE 3120 BOSTON MA 02110 0 0 1 0 0001415021 IBS TURNAROUND FUND (QP) (A LTD PARTNERSHIP) ONE INTERNATIONAL PLACE SUITE 3120 BOSTON MA 02110 0 0 1 0 0001448562 TAFT DAVID A ONE INTERNATIONAL PLACE SUITE 3120 BOSTON MA 02110 0 0 1 0 Warrant (right to buy) .10 2017-12-14 4 P 0 601060 A 2017-12-14 2022-12-14 Common Stock 601060 601060 I See footnote Warrant (right to buy) .10 2017-12-14 4 P 0 299317 A 2017-12-14 2022-12-14 Common Stock 299317 299317 I See footnote Warrant (right to buy) .10 2017-12-14 4 P 0 58401 A 2017-12-14 2022-12-14 Common Stock 58401 58401 I See footnote PIK - Election Convertible Note due 2018 .83 2017-12-14 4 D 0 2575534 D 2018-11-03 Common Stock 3103053 0 I See footnote PIK - Election Convertible Note due 2018 .83 2017-12-14 4 D 0 1282568 D 2018-11-03 Common Stock 1545262 0 I See footnote PIK - Election Convertible Note due 2018 .83 2017-12-14 4 D 0 250248 D 2018-11-03 Common Stock 301503 0 I See footnote PIK - Election Convertible Note due 2023 .40 2017-12-14 4 J 0 2575534 A 2023-05-03 Common Stock 6438834 2575534 I See footnote PIK - Election Convertible Note due 2023 .40 2017-12-14 4 J 0 1282568 A 2023-05-03 Common Stock 3206419 1282568 I See footnote PIK - Election Convertible Note due 2023 .40 2017-12-14 4 J 0 250248 A 2023-05-03 Common Stock 625619 250248 I See footnote This Form 4 is being filed on behalf of IBS Capital LLC ("IBS Capital"), The IBS Turnaround Fund (QP) (A Limited Partnership) (the "QP Fund"), The IBS Turnaround Fund, L.P. (the "LP Fund"), The IBS Opportunity Fund, Ltd., (the "Opportunity Fund"), and David A. Taft ("Taft") (IBS Capital, the QP Fund, the LP Fund, the Opportunity Fund and Taft are each a "Reporting Person" and collectively the "Reporting Persons"), each of which has the same business address and may have a pecuniary interest in the securities reported herein. IBS Capital is the general partner of QP Fund and LP Fund. IBS Capital is the investment manager of the Opportunity Fund. The QP Fund, the LP Fund and the Opportunity Fund are hereinafter referred to as the "IBS Capital Funds". Taft is the president and a member of IBS Capital. Each of the QP Fund, the LP Fund and the Opportunity Fund is the direct holder of a PIK Convertible Note issued by Applied Minerals, Inc. (the "Issuer") and due in 2018 (each, a "Series A Note"), pursuant to transactions previously reported on Form 4. As of December 14, 2017 (the "Transaction Date"), the QP Fund is the holder of Series A Notes in the principal amount of $2,575,534. The LP Fund is the holder of Series A Notes in the principal amount of $1,282,568. The Opportunity Fund is the holder of Series A Notes in the principal amount of $250,248. A majority of the holders of the Series A Notes voted to extend (the "Extension") the maturity date of the Series A Notes from November 3, 2018 to May 1, 2023, such Extension to be effective as of December 14, 2017 (The "Transaction Date"). The Series A Notes were initially issued on, and were exercisable from, November 4, 2014. In connection the Extension, the conversion price of the Series A Notes was reduced from $0.83 to $0.40 as of the Transaction Date. Following the reduction of the conversion price: (i) the Series A Notes held by the QP Fund are convertible into 6,438,834 shares of the Issuer's Common Stock ("Shares"); (ii) the Series A Notes held by the LP Fund are convertible into 3,206,419 Shares; and (iii) the Series A Notes held by the Opportunity Fund are convertible into 625,619 Shares. Pursuant to SEC guidance, the amendment to the Series A Notes is reported on this Form 4 as though the pre- Extension Series A Notes were cancelled and replaced with new Series A Notes. In connection with the Extension, on the Transaction Date the Issuer issued warrants (the "Warrants") representing the right to purchase Shares at an exercise price of $0.10 per Share, in the following amounts: (i) 299,317 Warrants issued to the LP Fund; (ii) 601,060 Warrants issued to the QP Fund; and (iii) 58,401 Warrants issued to the Opportunity Fund. The Warrants are each exercisable as of the Transaction Date and have an expiration date that is five years following the Transaction Date. The Reporting Persons each disclaim any beneficial ownership of the securities except to the extent of any pecuniary interest. Amount includes an additional $49,607 in principal amount representing PIK interest received. /s/ David A. Taft, President of IBS Capital LLC 2017-12-18 /s/ David A. Taft, President of IBS Capital LLC, the general partner of The IBS Turnaround Fund (QP) (A Limited Partnership) 2017-12-18 /s/ David A. Taft 2017-12-18