| FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol Applied Minerals, Inc. [ AMNL ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 12/17/2021 | ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 12/17/2021 | S | 1,403,000 | D | $0.005 | 19,033,734 | I | See footnotes(1)(2)(5) | ||
| Common Stock | 12/17/2021 | S | 3,597,000 | D | $0.005 | 19,033,734 | I | See footnotes(1)(2)(5) | ||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| 10% PIK-Election Convertible Note | $0.34 | 12/17/2021 | S | 1(3) | 12/31/2020 | (6) | Common Stock | (3) | (3) | 1,058,778 | I | See footnotes(1)(3)(4)(5) | |||
| 10% PIK-Election Convertible Note | $0.34 | 12/17/2021 | S | 1(3) | 12/31/2020 | (6) | Common Stock | (3) | (3) | 1,058,778 | I | See footnotes(1)(3)(4)(5) | |||
| 10% PIK-Election Convertible Note | $0.34 | 12/17/2021 | S | 1(3) | 12/31/2020 | (6) | Common Stock | (3) | (3) | 1,058,778 | I | See footnotes(1)(3)(4)(5) | |||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. This Form 4 is being filed on behalf of IBS Capital LLC ("IBS Capital"), The IBS Turnaround Fund (QP), LP (the "QP Fund"), and David A. Taft ("Taft") (IBS Capital, the QP Fund and Taft are each a "Reporting Person"), 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 The IBS Turnaround Fund, LP (the "LP Fund"). IBS Capital is the investment manager of The IBS Opportunity Fund, Ltd. (the "Opp. Fund" together with the QP Fund and the LP Fund, the "IBS Capital Funds"). Taft is the president and a member of IBS Capital. Taft is no longer a director of the Issuer. As of the date of this filing, none of the LP Fund, the Opp. Fund, QP Fund, IBS Capital or David A. Taft will beneficially own in the aggregate at least 10% of the Issuer (based on the Issuer's 10-Q for the quarterly period ended 9/30/2021, which reports 204,736,762 outstanding common stock shares). |
| 2. This transaction is being reported as a result of private transactions in which the LP Fund and the QP Fund sold securities to a third-party purchaser (the "Purchaser"). The LP Fund sold 1,403,000 shares of common stock to the Purchaser and the QP Fund sold 3,597,000 shares of common stock to the Purchaser. These transactions were effected at the same time. As a result of these transactions the overall beneficial ownership of IBS Capital and David Taft decreased to 19,033,734 shares of common stock. Following the transactions 5,902,997 shares of common stock are owned by the LP Fund and 11,655,583 shares of common stock are owned by the QP Fund. |
| 3. The LP Fund sold $1,427,792 of principal under a 10% PIK-Election Convertible Note to the Purchaser for $57,111.68, which principal amount is convertible into 4,199,388 shares of common stock of the Issuer. The QP Fund sold $2,867,160 of principal under a 10% PIK-Election Convertible Note to the Purchaser for $114,686.40, which principal amount is convertible into 8,432,824 shares of common stock of the Issuer. The Opp. Fund sold $278,582 of principal under a 10% PIK-Election Convertible to the Purchaser for $11,143.28, which principal amount is convertible into 819,359 shares of common stock of the Issuer. |
| 4. As a result of the transactions described in FN 3 IBS Capital and Taft beneficially own derivative securities that are convertible into 1,058,778 shares of common stock of the Issuer. The LP Fund beneficially owns derivative securities that are convertible into 329,317 shares of common stock of the Issuer. The QP Fund beneficially owns derivative securities that are convertible into 665,060 shares of common stock of the Issuer. The Opp. Fund beneficially owns derivative securities that are convertible into 64,401 shares of common stock of the Issuer. |
| 5. The Reporting Persons each disclaim any beneficial ownership of the securities except to the extent of any pecuniary interest. |
| 6. At the noteholder's option, the amount outstanding under the notes described in Footnote 3 may be converted into common stock of the Issuer. The notes described in Footnote 3 mature on 5/1/2023. |
| /s/ David A. Taft, President of IBS Capital LLC | 12/21/2021 | |
| /s/ David A. Taft, President of IBS Capital LLC, the general partner of The IBS Turnaround Fund (QP) (A Limited Partnership) | 12/21/2021 | |
| /s/ David A. Taft | 12/21/2021 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
