0001193805-15-001035.txt : 20150624 0001193805-15-001035.hdr.sgml : 20150624 20150624165929 ACCESSION NUMBER: 0001193805-15-001035 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150622 FILED AS OF DATE: 20150624 DATE AS OF CHANGE: 20150624 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NovaCopper Inc. CENTRAL INDEX KEY: 0001543418 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 000000000 STATE OF INCORPORATION: A1 FISCAL YEAR END: 1130 BUSINESS ADDRESS: STREET 1: SUITE 1950 - 777 DUNSMUIR STREET CITY: VANCOUVER STATE: A1 ZIP: V7Y 1K4 BUSINESS PHONE: (604) 669-6227 MAIL ADDRESS: STREET 1: SUITE 1950 - 777 DUNSMUIR STREET CITY: VANCOUVER STATE: A1 ZIP: V7Y 1K4 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Electrum Group LLC CENTRAL INDEX KEY: 0001565641 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35447 FILM NUMBER: 15949781 BUSINESS ADDRESS: STREET 1: 535 MADISON AVENUE, 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 646-365-1600 MAIL ADDRESS: STREET 1: 535 MADISON AVENUE, 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Leopard Holdings LLC CENTRAL INDEX KEY: 0001565706 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35447 FILM NUMBER: 15949782 BUSINESS ADDRESS: STREET 1: 535 MADISON AVENUE, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 646-532-2820 MAIL ADDRESS: STREET 1: 535 MADISON AVENUE, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TEG Global GP Ltd. CENTRAL INDEX KEY: 0001565709 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35447 FILM NUMBER: 15949783 BUSINESS ADDRESS: STREET 1: 535 MADISON AVENUE, 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 646-365-1600 MAIL ADDRESS: STREET 1: 535 MADISON AVENUE, 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ELECTRUM GLOBAL HOLDINGS L.P. CENTRAL INDEX KEY: 0001564994 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35447 FILM NUMBER: 15949784 BUSINESS ADDRESS: STREET 1: C/O THE ELECTRUM GROUP LLC STREET 2: 535 MADISON AVENUE, 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 646-365-1600 MAIL ADDRESS: STREET 1: C/O THE ELECTRUM GROUP LLC STREET 2: 535 MADISON AVENUE, 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KAPLAN THOMAS SCOTT CENTRAL INDEX KEY: 0001124803 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35447 FILM NUMBER: 15949785 MAIL ADDRESS: STREET 1: 154 WEST 18TH STREET APT 8C CITY: NEW YORK STATE: NY ZIP: 10011 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Electrum Strategic Resources L.P. CENTRAL INDEX KEY: 0001454795 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35447 FILM NUMBER: 15949779 BUSINESS ADDRESS: STREET 1: 1370 AVENUE OF THE AMERICAS, 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: (646) 365-1600 MAIL ADDRESS: STREET 1: 1370 AVENUE OF THE AMERICAS, 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 FORMER NAME: FORMER CONFORMED NAME: Electrum Strategic Resources LLC DATE OF NAME CHANGE: 20090127 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GRAT Holdings LLC CENTRAL INDEX KEY: 0001565707 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35447 FILM NUMBER: 15949780 BUSINESS ADDRESS: STREET 1: 535 MADISON AVENUE, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 646-532-2820 MAIL ADDRESS: STREET 1: 535 MADISON AVENUE, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 4 1 e613837_4-novacopper.xml OWNERSHIP DOCUMENT X0306 4 2015-06-22 0 0001543418 NovaCopper Inc. NCQ 0001124803 KAPLAN THOMAS SCOTT 700 MADISON AVE., 5TH FLOOR NEW YORK NY 10065 0 0 0 1 Possible member of 10% group 0001564994 ELECTRUM GLOBAL HOLDINGS L.P. 700 MADISON AVE., 5TH FLOOR NEW YORK NY 10065 0 0 0 1 Possible member of 10% group 0001565709 TEG Global GP Ltd. 700 MADISON AVE., 5TH FLOOR NEW YORK NY 10065 0 0 0 1 Possible member of 10% group 0001565706 Leopard Holdings LLC 535 MADISON AVE., 12TH FLOOR NEW YORK NY 10022 0 0 0 1 Possible member of 10% group 0001565641 Electrum Group LLC 700 MADISON AVE., 5TH FLOOR NEW YORK NY 10065 0 0 0 1 Possible member of 10% group 0001565707 GRAT Holdings LLC 700 MADISON AVE., 5TH FLOOR NEW YORK NY 10065 0 0 0 1 Possible member of 10% group 0001454795 Electrum Strategic Resources L.P. 700 MADISON AVE., 5TH FLOOR NEW YORK NY 10065 0 0 0 1 Possible member of 10% group Common Shares 10000 I By Tigris Financial Group Ltd. Common Shares 5608532 I By Electrum Global Holdings L.P. Common Shares 833333 I By GRAT Holdings LLC Common Shares 16022449 I By Electrum Strategic Resources L.P. Deferred Shares Units 2015-06-22 4 A 0 1177.333 A Common Shares 1177.333 113739.556 D Deferred Shares Units Common Shares 166 166 D Dr. Kaplan is the sole shareholder of Tigris. Global Holdings owns all of the limited partnership interests of Electrum Strategic Resources L.P. ("Electrum Strategic") and all of the equity interests of Electrum Strategic Management LLC, the general partner of Electrum Strategic. TEG Global GP Ltd. ("Global GP") is the sole general partner of, and The Electrum Group LLC ("TEG Services") is the investment adviser to, Global Holdings. Global GP is principally owned and controlled, indirectly, by GRAT Holdings LLC ("GRAT Holdings"). GRAT Holdings is owned by trusts for the benefit of family members of Dr. Kaplan. In accordance with Instruction 4(b)(iv) to Form 4, the entire amount of the Issuer's securities held by Tigris, Global Holdings, GRAT Holdings and Electrum Strategic is reported herein. For purposes of Section 16 of the Securities Exchange Act of 1934, each reporting person disclaims beneficial ownership of any such securities, except to the extent of his/its indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that such reporting person is the beneficial owner of such securities for purposes of Section 16 or otherwise. Each Deferred Share Unit ("DSU") is the economic equivalent of one share of the Issuer's common stock. The DSUs vested immediately upon issuance; however, the underlying common shares will not be issued to the reporting person, and the reporting person shall not have any voting or dispositive rights with respect to the underlying common shares, until termination of the reporting person's employment or services as a director of the Issuer. The grants will expire no later than 90 days after the reporting person's termination date. Dr. Kaplan ceased to serve as a director of the Issuer on June 19, 2015 and may elect to convert his DSUs into an aggregate of 113,739 of the Issuer's ordinary shares. As previously reported in an Amendment to Form 3 filed by Thomas S. Kaplan on May 6, 2013, the Dr. Kaplan holds 166 DSUs awarded to him by the Issuer on April 30, 2012, which vested immediately upon issuance. Dr. Kaplan will not have any voting or dispositive rights with respect to the common shares underlying such DSUs, until termination of the reporting person's service as a director of NovaGold Resources Inc. Such DSU grants will expire no later than 90 days after Dr. Kaplan's termination date. /s/ Thomas S. Kaplan 2015-06-24 EX-99 2 e613837_ex99.htm Unassociated Document
 
Joint Filer Information
 
Names:
Electrum Global Holdings L.P.
TEG Global GP Ltd.
Leopard Holdings LLC
The Electrum Group LLC
GRAT Holdings LLC
Electrum Strategic Resources L.P.
   
Address: 
Electrum Global Holdings L.P., TEG Global GP Ltd., The Electrum Group LLC and GRAT Holdings LLC
700 Madison Ave., 5th Floor
New York, New York 10065

Leopard Holdings LLC
535 Madison Ave., 12th Floor
New York, New York 10022
   
Designated Filer: 
Thomas Scott Kaplan
   
Issuer and Ticker Symbol:
NovaCopper Inc. [NCQ]
   
Date Earliest Transaction
Required to be Reported:
June 22, 2015
 

Each of the undersigned, Electrum Strategic Resources, L.P.,  Electrum Global Holdings L.P., TEG Global GP Ltd., Leopard Holdings LLC, The Electrum Group LLC and GRAT Holdings LLC, is jointly filing the attached Statement of Changes in Beneficial Ownership on Form 4 with Thomas S. Kaplan with respect to the beneficial ownership of securities of NovaCopper Inc.

Signatures:


ELECTRUM GLOBAL HOLDINGS L.P.
 
By: TEG Global GP Ltd., its General Partner

By:  /s/ William Natbony
       Name: William Natbony
       Title: Director
 
 
TEG GLOBAL GP LTD.
 
By:  /s/ William Natbony
       Name: William Natbony
       Title: Director
 
 
 
 

 
LEOPARD HOLDINGS LLC
 
By:  /s/ William Natbony
       Name: William Natbony
       Title: Manager

GRAT HOLDINGS LLC
 
By:  /s/ William Natbony
       Name: William Natbony
      Title: Manager


ELECTRUM STRATEGIC RESOURCES L.P.
 
By: Electrum Strategic Management LLC, its General Partner

By:  /s/ Michael H. Williams
       Name: Michael H. Williams
       Title: Managing Director


THE ELECTRUM GROUP LLC
 
By:  /s/ Michael H. Williams
       Name: Michael H. Williams
       Title: Senior Managing Director