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Filing Details

Accession Number:: 0001144204-18-013159
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2018-03-06 19:45:55
Reporting Period:: 2018-03-02

Accepted Time:: 2018-03-06 19:45:55
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1311605	Klondex Mines Ltd	KLDX	Gold And Silver Ores (1040)	000000000

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1666617	Waterton Mining Parallel Fund Offshore Master, Lp	Ugland House Grand Cayman E9 KY1 1104		No	No	No	Yes

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Shares, No Par Value ("Common Shares")	Acquisiton	2018-03-02	1,571,561	$1.37	7,068,621	No	4	P	Direct
Common Shares	Acquisiton	2018-03-02	1,571,562	$1.37	9,679,316	No	4	P	Indirect	See footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Direct
No	4	P	Indirect	See footnotes

Footnotes

On March 2, 2018, Waterton Mining Parallel Fund Offshore Master, LP, a Cayman Islands limited partnership ("Waterton Mining LP"), purchased 1,571,561 Common Shares and Waterton Precious Metals Fund II Cayman, LP, a Cayman Islands limited partnership ("Waterton Fund II") purchased 1,571,562 Common Shares, in each case at an average price of Cdn$1.76. Converted into USD using an exchange rate of Cdn$1.2891=US$1.00 as of March 2, 2018, the average price at which the Common Shares were purchased was US$1.37 per share.
In addition to Waterton Mining LP, this Form 4 is being jointly filed by Waterton Global Resource Management, Inc., an Ontario corporation ("WGRM Inc."), Waterton Mining Parallel Fund Offshore GP Corp., a Cayman Islands corporation ("Waterton Mining GP"), Waterton Nevada Splitter, LLC, a Nevada limited liability company ("Waterton Nevada"), Waterton Fund II, Waterton Global Resource Management, LP, a Cayman Islands limited partnership ("WGRM LP"), Waterton Global Resource Management Cayman Corp., a Cayman Islands corporation ("WGRM Corp."), Richard J. Wells ("Wells"), a Canadian citizen, Cheryl Brandon ("Brandon"), a Canadian citizen, Kanwaljit Toor ("Toor"), a Canadian citizen, Kalman Schoor ("Schoor"), a United States citizen, and Isser Elishis ("Elishis"), a United States citizen.
WGRM Inc. is the sole shareholder of Waterton Mining GP and also provides investment advisory services to Waterton Mining LP. Waterton Mining GP is the general partner of Waterton Mining LP. WGRM Inc. is the sole shareholder of WGRM Corp. and also provides investment advisory services to Waterton Fund II. WGRM Corp. is the general partner of WGRM LP. WGRM LP is the general partner of Waterton Fund II. Waterton Fund II is the holder of a majority of the outstanding membership interests of Waterton Nevada. Elishis is the sole manager of Waterton Nevada. Wells, Brandon, Toor, Schoor and Elishis are the shareholders of WGRM Inc.
After giving effect to the transactions reported on this Form 4, Waterton Mining LP directly beneficially owns 7,068,621 Common Shares. The remaining 9,679,316 Common Shares reported on this Form 4 as being indirectly owned by Waterton Mining LP are owned as follows: Waterton Nevada directly beneficially owns 2,600,000 Common Shares (excluding the 5,000,000 Common Shares issuable upon the exercise of warrants to purchase Common Shares reported on Form 3). Waterton Fund II directly beneficially owns 7,079,316 Common Shares and indirectly owns an additional 2,600,000 Common Shares (excluding the warrants referred to above). Waterton Mining GP indirectly beneficially owns 7,068,621 Common Shares. Each of WGRM LP and WGRM Corp. indirectly beneficially owns 9,679,316 Common Shares (excluding the warrants referred to above). Each of WGRM Inc., Wells, Brandon, Toor, Schoor and Elishis indirectly beneficially owns 16,747,937 Common Shares (excluding the warrants referred to above).
Waterton Nevada directly beneficially owns warrants to purchase 5,000,000 Common Shares. Each warrant entitles the holder on exercise to buy one Common Share at a purchase price of Cdn$6.00 per share, subject to certain anti-dilution adjustments. The warrants are currently exercisable and expire upon the earlier of (i) 5:00 PM (Toronto time) on April 3, 2032 and (ii) 5:00 PM (Toronto time) on the date that is 60 days following the delivery to Waterton Nevada of written notice that the closing price of the Common Shares on the stock exchange or other market on which the trading in the Common Shares primarily occurs equals or exceeds a 100% premium to the exercise price of the warrants for a period of 60 consecutive trading days. Converted into USD using an exchange rate of Cdn$1.2891=US$1.00 as of March 2, 2018, the exercise price of the warrant is US$4.65 per share.
Each reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owner of any securities covered by this statement. Each of Wells, Brandon, Toor, Schoor and Elishis disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such person in such securities.