Applied Minerals Inc. (OTCMKTS:AMNL): Mark Kingdon’s Kingdon Capital filed an amended 13D.
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You can access the original SEC filing by clicking here.
Ownership Summary Table
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Kingdon Capital Management | 0 | 18,846,905 | 0 | 18,846,905 | 18,846,905 | 12.0% |
| M. Kingdon Offshore Master Fund | 0 | 18,846,905 | 0 | 18,846,905 | 18,846,905 | 12.0% |
| Kingdon GP | 0 | 18,846,905 | 0 | 18,846,905 | 18,846,905 | 12.0% |
| Mark Kingdon | 0 | 18,846,905 | 0 | 18,846,905 | 18,846,905 | 12.0% |
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Page 1 of 13 – SEC Filing
UNITED
STATES
SECURITIES AND
EXCHANGE COMMISSION
WASHINGTON,
DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
| Applied Minerals, Inc. |
| (Name of Issuer) |
| Common Stock, $0.001 par value per share |
| (Title of Class of Securities) |
| 03823M100 |
| (CUSIP Number) |
| December 31, 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:
[X] Rule 13d-1(b)
[X] 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).
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Page 2 of 13 – SEC Filing
| CUSIP No | 03823M100 |
| 1. | NAME OF REPORTING PERSONS | |
| I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||
| Kingdon Capital Management, L.L.C. | ||
| 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 | |
| Delaware | ||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||
| 5. | SOLE VOTING POWER | |
| 0 | ||
| 6. | SHARED VOTING POWER | |
| 18,846,905 | ||
| 7. | SOLE DISPOSITIVE POWER | |
| 0 | ||
| 8. | SHARED DISPOSITIVE POWER | |
| 18,846,905 | ||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 18,846,905 | ||
| 10. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | |
| [_] | ||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |
| 12.0% | ||
| 12. | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IA | |
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Page 3 of 13 – SEC Filing
| CUSIP No | 03823M100 |
| 1. | NAME OF REPORTING PERSONS | |
| I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||
| M. Kingdon Offshore Master Fund L.P. | ||
| 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 | |
| Cayman Islands | ||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||
| 5. | SOLE VOTING POWER | |
| 0 | ||
| 6. | SHARED VOTING POWER | |
| 18,846,905 | ||
| 7. | SOLE DISPOSITIVE POWER | |
| 0 | ||
| 8. | SHARED DISPOSITIVE POWER | |
| 18,846,905 | ||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 18,846,905 | ||
| 10. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | |
| [_] | ||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |
| 12.0% | ||
| 12. | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) PN | |
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Page 4 of 13 – SEC Filing
| CUSIP No | 03823M100 |
| 1. | NAME OF REPORTING PERSONS | |
| I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||
| Kingdon GP, LLC | ||
| 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 | |
| Delaware | ||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||
| 5. | SOLE VOTING POWER | |
| 0 | ||
| 6. | SHARED VOTING POWER | |
| 18,846,905 | ||
| 7. | SOLE DISPOSITIVE POWER | |
| 0 | ||
| 8. | SHARED DISPOSITIVE POWER | |
| 18,846,905 | ||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 18,846,905 | ||
| 10. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | |
| [_] | ||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |
| 12.0% | ||
| 12. | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO | |
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Page 5 of 13 – SEC Filing
| CUSIP No | 03823M100 |
| 1. | NAME OF REPORTING PERSONS | |
| I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||
| Mark Kingdon | ||
| 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 | |
| United States of America | ||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||
| 5. | SOLE VOTING POWER | |
| 0 | ||
| 6. | SHARED VOTING POWER | |
| 18,846,905 | ||
| 7. | SOLE DISPOSITIVE POWER | |
| 0 | ||
| 8. | SHARED DISPOSITIVE POWER | |
| 18,846,905 | ||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 18,846,905 | ||
| 10. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | |
| [_] | ||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |
| 12.0% | ||
| 12. | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IN, HC | |
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Page 6 of 13 – SEC Filing
| CUSIP No | 03823M100 |
| Item 1. | (a). | Name of Issuer: | |
| Applied Minerals, Inc. |
| (b). | Address of issuer’s principal executive offices: | ||
| 110 Greene Street – Suite 1101 New York, NY 10012 United States of America |
| Item 2. | (a). | Name of person filing: | |
| Kingdon Capital Management, L.L.C. M. Kingdon Offshore Master Fund L.P. Kingdon GP, LLC Mark Kingdon |
| (b). | Address or principal business office or, if none, residence: | ||
| Kingdon Capital Management, L.L.C. 152 West 57th Street, 50th Floor New York, NY 10019 M. Kingdon Offshore Master Fund L.P. c/o Kingdon Capital Management, L.L.C. 152 West 57th Street, 50th Floor New York, NY 10019 Kingdon GP, LLC c/o Kingdon Capital Management, L.L.C. 152 West 57th Street, 50th Floor New York, NY 10019 Mark Kingdon c/o Kingdon Capital Management, L.L.C. 152 West 57th Street, 50th Floor New York, NY 10019 |
| (c). | Citizenship: | ||
| Kingdon Capital Management, L.L.C.: Delaware M. Kingdon Offshore Master Fund L.P.: Cayman Islands Kingdon GP, LLC: Delaware Mark Kingdon: United States of America |
| (d). | Title of class of securities: | ||
| Common Stock, $0.001 par value per share |
| (e). | CUSIP No.: | ||
| 03823M100 |
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Page 7 of 13 – SEC Filing
| Item 3. | If This Statement is filed pursuant to §§.240.13d-1(b) or 240.13d-2(b), or (c), 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) | [X] | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); |
| (f) | [_] | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); |
| (g) | [X] | A parent holding company or control person in accordance with §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) | [_] | A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); |
| (k) | [_] | Group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: |
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Page 8 of 13 – SEC Filing
| 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:* | |
| Kingdon Capital Management, L.L.C.: 18,846,905 M. Kingdon Offshore Master Fund L.P.: 18,846,905 Kingdon GP, LLC: 18,846,905 Mark Kingdon: 18,846,905 * The number of shares beneficially owned by the reporting persons |
| (b) | Percent of class: | |
| Kingdon Capital Management, L.L.C.: 12.0% M. Kingdon Offshore Master Fund L.P.: 12.0% Kingdon GP, LLC: 12.0% Mark Kingdon: 12.0% |
| (c) | Number of shares as to which the person has: | |
| (i) | Sole power to vote or to direct the vote | , | |||
| Kingdon Capital Management, L.L.C.: 0 M. Kingdon Offshore Master Fund L.P.: 0 Kingdon GP, LLC: 0 Mark Kingdon: 0 | |||||
| (ii) | Shared power to vote or to direct the vote | , | |||
| Kingdon Capital Management, L.L.C.: 18,846,905 M. Kingdon Offshore Master Fund L.P.: 18,846,905 Kingdon GP, LLC: 18,846,905 Mark Kingdon: 18,846,905 | |||||
| (iii) | Sole power to dispose or to direct the disposition of | , | |||
| Kingdon Capital Management, L.L.C.: 0 M. Kingdon Offshore Master Fund L.P.: 0 Kingdon GP, LLC: 0 Mark Kingdon: 0 | |||||
| (iv) | Shared power to dispose or to direct the disposition of | . | |||
| Kingdon Capital Management, L.L.C.: 18,846,905 M. Kingdon Offshore Master Fund L.P.: 18,846,905 Kingdon GP, LLC: 18,846,905 Mark Kingdon: 18,846,905 | |||||
| Instruction: For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1). | |
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Page 9 of 13 – SEC Filing
| 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 [_]. | |
| This Item 5 is not applicable. | |
| Item 6. | Ownership of More Than Five Percent on Behalf of Another Person. |
| If any other person is known to have the right to receive or the | |
| This Item 6 is 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. |
| If a parent holding company or control person has filed this schedule, | |
| See Exhibit B attached hereto. | |
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Page 10 of 13 – SEC Filing
| Item 8. | Identification and Classification of Members of the Group. |
| If a group has filed this schedule pursuant | |
| This Item 8 is not applicable. | |
| Item 9. | Notice of Dissolution of Group. |
| Notice of dissolution of a group may be furnished | |
| This Item 9 is not applicable. | |
| Item 10. | Certification. |
| Certification by M. Kingdon Offshore Master Fund L.P. and Kingdon By signing below I certify that, to the best Certification by each of Kingdon Capital Management, By signing below I certify that, to the best |
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Page 11 of 13 – SEC Filing
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.
| January 2, 2018 | |
| (Date) |
| Kingdon Capital Management, L.L.C. By: /s/ William Walsh Name: William Walsh Title: Chief Financial Officer M. Kingdon Offshore Master Fund L.P. By: Kingdon GP, LLC, its general partner By: /s/ Mark Kingdon Name: Mark Kingdon Title: Managing Member Kingdon GP, LLC By: /s/ Mark Kingdon Name: Mark Kingdon Title: Managing Member /s/Mark Kingdon Mark Kingdon |
The original statement shall be signed by each person on
whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized
representative other than an executive officer or general partner of the filing person, evidence of the representative’s authority
to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs
the statement shall be typed or printed beneath his signature.
Note. Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits. See s.240.13d-7 for other parties for whom copies are to be sent.
Attention. Intentional misstatements or omissions of fact
constitute Federal criminal violations (see 18 U.S.C. 1001).
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Page 12 of 13 – SEC Filing
EXHIBIT A
AGREEMENT
The undersigned agree that this Schedule 13G
Amendment No. 5 dated January 2, 2018 relating to Common Stock, $0.001 par value per share of Applied Minerals, Inc., shall be
filed on behalf of the undersigned.
| Kingdon Capital Management, L.L.C. By: /s/ William Walsh Name: William Walsh Title: Chief Financial Officer M. Kingdon Offshore Master Fund L.P. By: Kingdon GP, LLC, its general partner By: /s/ Mark Kingdon Name: Mark Kingdon Title: Managing Member Kingdon GP, LLC By: /s/ Mark Kingdon Name: Mark Kingdon Title: Managing Member /s/Mark Kingdon Mark Kingdon |
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Page 13 of 13 – SEC Filing
EXHIBIT B
Kingdon Capital Management, L.L.C. is the relevant entity for which
Mark Kingdon may be considered a control person.
