Filing Details
- Accession Number:
- 0001193125-21-014781
- Form Type:
- 13D Filing
- Publication Date:
- 2021-01-21 19:00:00
- Filed By:
- Liberty Metals & Mining Holdings, Llc
- Company:
- Platinum Group Metals Ltd (NYSE:PLG)
- Filing Date:
- 2021-01-22
- SEC Url:
- 13D Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
---|---|---|---|---|---|---|
Liberty Metals Mining Holdings | 7,733,275 | 0 | 7,733,275 | 0 | 7,733,275 | 10.71% |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934*
(Amendment No. 5)
Platinum Group Metals Ltd.
(Title of Class of Securities)
72765Q882
(CUSIP Number)
COPY TO:
Joshua Beiser
Senior Investment Counsel
Liberty Mutual Insurance
175 Berkeley Street
Boston, MA 02116
Tel: 617-357-9500
(Name, Address and Telephone Number of Persons Authorized to Receive Notices and
January 21, 2021
(Dates of Events which Require Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box ☐
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent.
* | The remainder of this cover page shall be filled out for a reporting persons 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 (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).
SCHEDULE 13D
CUSIP No. 72765Q601
1. | NAME OF REPORTING PERSONS
Liberty Metals & Mining Holdings, LLC | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
| |||||
.3 | SEC USE ONLY
| |||||
.4 | SOURCE OF FUNDS
OO | |||||
5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐ N/A | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
State of Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7. | SOLE VOTING POWER
7,733,275 | ||||
8. | SHARED VOTING POWER
0 shares | |||||
9. | SOLE DISPOSITIVE POWER
7,733,275 | |||||
10. | SHARED DISPOSITIVE POWER
0 shares |
11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,733,275 | |||||
12. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ N/A | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.71% | |||||
14. | TYPE OF REPORTING PERSON
OO |
Liberty Metals & Mining Holdings, LLC (LMMH) hereby amends the report on Schedule 13D filed with the Commission on January 10, 2013 (the Schedule 13D), as it has been amended from time to time, with respect to the shares of common stock, no par value, of Platinum Group Metals Ltd. (the Issuer or Platinum Group).
Except as set forth below, all Items of the Schedule 13D remain unchanged. All capitalized terms used by not defined herein have the meaning assigned to them in the Schedule 13D.
Item 2. | Identity and Background |
Item 2 is amended with respect to Schedule A, updating the Executive Officers of LMMH and its beneficial owners.
Item 3. | Source and Amount of Funds or Other Consideration |
Item 3 of Schedule 13D is hereby amended by adding the following paragraph immediately following the last paragraph of Item 3.
On January 21, 2021, LMMH sold 3,328,544 Common Shares of the Issuer at a price of US$4.00 per Common Share for gross proceeds (excluding commission) of US$13,314,176.
Item 4. | Purpose of Transaction |
Item 4 is amended and restated as follows:
LMMH acquired the Issuers securities for investment purposes. LMMH is evaluating additional dispositions of securities of the Issuer, the timing of which (if any) would depend on market conditions, its continuing evaluation of the business and prospects of the Issuer and other factors. LMMH intends to monitor and evaluate its investment in the Issuer in light of pertinent factors, market conditions, the Issuers performance and prospects, the trading prices of Platinum Group Common Stock, conditions in the industry and general economic conditions. LMMH may maintain its current investment or dispose of some or all of its Platinum Group Common Stock.
Other than as described above, LMMH does not have any current plans or proposals which would relate to or would result in (a) the acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer; (b) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; (c) a sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; (d) any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (e) any material change in the present capitalization or dividend policy of the Issuer; (f) any other material change in the Issuers business or corporate structure, including but not limited to, if the Issuer is a registered closed-end-investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by Section 13 of the Investment Company Act of 1940; (g) changes in the Issuers charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person; (h) causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted on an inter-dealer quotation system of a registered national securities association; (i) a class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934, as amended, or (j) any action similar to any of those enumerated above.
Item 5. | Interest in Securities of the Issuer |
Item 5 is amended and restated as follows:
On January 21, 2021, LMIH disposed of 3,328,544 shares. Following the sale, LMMH currently holds 7,733,275 Common Shares representing 10.71% of the 72,209,776 current issued and outstanding Common Shares as disclosed on the Issuers latest financial statements.
(b) LMMH has the sole power to vote or direct the vote of, and the sole power to dispose or direct the disposition of, 7,733,275 Common Shares. LMMH has no shared power to either vote or dispose of the shares.
(c) During the 60 days preceding the date of this report, the Reporting Person sold and purchased the following shares of the Issuers Common Shares and Warrants.:
Reporting Person | Date Sold | Quantity | Price Per Share | |||||||||
LMMH | January 21, 2021 | 3,328,544 | US$ | 4.00 |
(d) With respect to LMMH, to the best of its knowledge, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceedings from the sale of, such securities, where such interest relates to either more or less than five percent of the class.
(e) Not applicable.
Item 6. | Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer |
None
Item 7. | Material to be Filed as Exhibits |
None.
SIGNATURES
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.
LIBERTY METALS & MINING HOLDINGS, LLC | ||||||
Dated: January 22, 2021 | By: | /s/ Damon Barber | ||||
Damon Barber | ||||||
Vice President |
SCHEDULE A
Controlling Persons
Liberty Metals & Mining Holdings, LLC, is a Delaware, member-managed, limited liability company. Liberty Mutual Insurance Company, its sole member, is a Massachusetts stock insurance company which is an indirect subsidiary of Liberty Mutual Holding Company Inc., a Massachusetts mutual holding company. Liberty Mutual Holding Company Inc. is the ultimate controlling person of Liberty Metals & Mining Holdings, LLC. Liberty Mutual Holding Company Inc. is a mutual holding company wherein its members are entitled to vote at meetings of the company. No such member is entitled to cast 10% or more of the votes. Liberty Mutual Holding Company Inc. has issued no voting securities.
The director and officer information for Liberty Metals & Mining Holdings, LLC, Liberty Mutual Insurance Company and Liberty Mutual Holding Company Inc. is as follows:
Liberty Metals & Mining Holdings, LLC
175 Berkeley Street
Boston, Massachusetts 02116
Executive Officers
Neeti Bhalla Johnson | Paul Mitrokostas | Christopher L. Peirce | ||
President | Senior Vice President | Senior Vice President and | ||
Citizenship: U.S.A. | Citizenship: U.S.A. | Chief Financial Officer | ||
Citizenship: U.S.A. | ||||
Mark C. Touhey | James F. Kelleher | Edward Pena | ||
Vice President and Secretary | Senior Vice President | Assistant Treasurer | ||
Citizenship: U.S.A. | Citizenship: U.S.A. | Citizenship: U.S.A. | ||
Damon Barber | Caury Baily | Michael P. Russell | ||
Vice President | Vice President and | Treasurer | ||
Citizenship: U.S.A. | Assistant Treasurer | Citizenship: U.S.A. | ||
Citizenship: U.S.A. | ||||
George S. Ryan | Gwen B. Steele | |||
Vice President | Assistant Treasurer | |||
Citizenship: U.S. A. | Citizenship: U.S.A. |
Liberty Mutual Insurance Company
175 Berkeley Street
Boston, Massachusetts 02116
Executive Officers
David H. Long Chairman of the Board,
President and Chief Executive Officer | Melanie M. Foley Executive Vice President and Chief Talent & Enterprise Services
Officer | Mark C. Touhey Executive Vice President and
Secretary | ||
Timothy M. Sweeney Executive Vice President
| Neeti Bhalla Johnson Executive Vice
President and Chief Investment Officer | Christopher L. Peirce Executive Vice President and Chief Financial Officer | ||
James M. McGlennon Executive Vice President
and Chief Information Officer | Dennis J. Langwell Executive Vice President Citizenship: U.S.A. | James F. Kelleher Executive Vice President
and Chief Legal Officer | ||
Edward Pena Executive Vice President and
Treasurer | Alison B. Erbig Executive Vice President and
Comptroller |
Directors
David H. Long Chairman of the Board,
President and Chief Executive Officer | Neeti Bhalla Johnson Executive Vice President and Chief Investment Officer Citizenship: U.S.A. | Melanie M. Foley Executive Vice President and Chief Talent & Enterprise Services
Officer | ||
James F. Kelleher Executive Vice President and Chief Legal Officer Citizenship: U.S.A. | Dennis J. Langwell Executive Vice President Citizenship: U.S.A. | Christopher L. Peirce Executive Vice President and Chief Financial Officer Citizenship: U.S.A. | ||
Timothy M. Sweeney Executive Vice President Citizenship: U.S.A. | Mark C. Touhey Executive Vice President and
Secretary | James M. McGlennon Executive Vice President
and Chief Information Officer |
Executive Officers and Directors of Ultimate Control Person
Liberty Mutual Holding Company Inc.
175 Berkeley Street
Boston, Massachusetts 02116
Executive Officers
David H. Long Chairman of the Board, Chief Executive Officer and President Citizenship: U.S.A. | Melanie M. Foley Executive Vice President
and Citizenship: U.S.A. | Neeti Bhalla Johnson Executive Vice
President and Citizenship: U.S.A. | ||
Christopher L. Peirce Executive Vice
President and Chief Financial Officer
James F. Kelleher Executive Vice President and Chief Legal Officer | Dennis J. Langwell Executive Vice President
James M. McGlennon Executive Vice President and Chief Information Officer | Timothy M. Sweeney Executive Vice President Citizenship: U.S.A.
Mark C. Touhey Executive Vice President and Secretary
| ||
Anthony G. Martella, Jr. Senior Vice
President and Corporate Actuary | Edward Pena Executive Vice President and
Treasurer | Alison B. Erbig Executive Vice President and
Comptroller |
Liberty Mutual Holding Company Inc.
175 Berkeley Street
Boston, Massachusetts 02116
Directors
David H. Long | Nancy W. Quan | Francis A. Doyle, III | ||
Chairman of the Board, President and Chief Executive Officer c/o Liberty Mutual Holding Company Inc. Citizenship: U.S.A. | Chief Technical and Innovation Officer The Coca-Cola Company c/o Liberty Mutual Holding Company Inc. Citizenship: U.S.A. | President and Chief Executive Officer Connell Limited Partnership c/o Liberty Mutual Holding Company Inc. Citizenship: U.S.A. | ||
John P. Manning | Thomas J. May | Myrtle Stephens Potter | ||
Chairman, President and Chief Executive Officer Boston Capital Corporation c/o Liberty Mutual Holding Company Inc. Citizenship: U.S.A. & Ireland | Retired Chairman, President and Chief Executive Officer Eversource Energy c/o Liberty Mutual Holding Company Inc. Citizenship: U.S.A. | Chief Executive Officer Sumitovant Biopharma Inc. c/o Liberty Mutual Holding Company Inc. Citizenship: U.S.A. | ||
Martin P. Slark | ||||
Ellen A. Rudnick | Angel A. Ruiz | Retired Chief Executive Officer | ||
Senior Advisor, Polsky Center for Entrepreneurship and Innovation, University of Chicago c/o Liberty Mutual Holding Company Inc. Citizenship: U.S.A. | Chairman, MediaKind c/o Liberty Mutual Holding Company Inc. Citizenship: U.S.A. | Molex LLC c/o Liberty Mutual Holding Company Inc. Citizenship: U.S.A. & United Kingdom | ||
Eric A. Spiegel | William C. Van Faasen | Annette M. Verschuren, O.C. | ||
Retired President and Chief Executive Officer Siemans Corporation c/o Liberty Mutual Holding Company Inc. Citizenship: U.S.A. | Chairman Emeritus, Blue Cross and Blue Shield of Massachusetts, Inc. c/o Liberty Mutual Holding Company Inc. Citizenship: U.S.A. | Chair and Chief Executive Officer, NRStor Inc. c/o Liberty Mutual Holding Company Inc. Citizenship: Canada | ||
Joseph L. Hooley | ||||
Retired Chairman and former Chief Executive Officer, State Street Corporation c/o Liberty Mutual Holding Company Inc. Citizenship: U.S.A. |