SC 13G 1 w57707sc13g.txt SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. [_______]) Sunshine Mining and Refining Company (Name of issuer) Common Stock, par value $0.01 per share (Title of class of securities) 867833-60-0 (CUSIP number) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [X] Rule 13d-1(c) [ ] Rule 13d-1(d) CUSIP No. 867833-60-0 13G Page 2 of [____] Pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Stonehill Institutional Partners, L.P. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) X 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 6,569,875 7 SOLE DISPOSITIVE POWER 0 8 SHARED DISPOSITIVE POWER 6,569,875 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORT PERSON 6,569,875 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 13.1% 12 TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! Item 1. (a) Sunshine Mining and Refining Company (b) 5956 Sherry Lane, Suite 1621 Dallas, TX 75225 Item 2. (a) Stonehill Institutional Partners, L.P. (b) 126 East 56th Street, 9th Floor New York, NY 10022 (c) Delaware LP (d) Common Stock, Par Value $0.01 Per Share (e) 867833-60-0 Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check whether the person filing is a: (a) Broker or Dealer registered under Section 15 of the Act (b) Bank as defined in section 3(a)(6) of the Act (c) Insurance Company as defined in section 3(a)(19) of the Act (d) Investment Company registered under section 8 of the Investment Company Act (e) Investment Advisor registered under section 203 of the Investment Advisors Act of 1940 (f) Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see Section 240.13d-1(b)(1)(ii)(F) (g) Parent Holding Company, in accordance with Section 240.13d-1(b)(1)(ii)(G) (Note: See Item 7) (h) Group, in accordance with Section 240.13d-1(b)(1)(ii)(H) Item 4. Ownership (a) See pages 2, 3 and 4, which are incorporated by reference (b) (c) (i) (ii) (iii) (iv) Item 5. Ownership of Five Percent or Less of a Class Item 6. Ownership of More than Five Percent on Behalf of Another Person. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company Item 8. Identification and Classification of Members of the Group Item 9. Notice of Dissolution of the Group Item 10. Certification 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. February 12, 2002 Date Stonehill Institutional Partners, L.P. by /s/ Wayne Teetsel Signature Wayne Teetsel, General Partner Name/Title CUSIP No. 867833-60-0 13G Page 2 of [____] Pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Stonehill Offshore Partners Limited 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) X 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 12,568,625 7 SOLE DISPOSITIVE POWER 0 8 SHARED DISPOSITIVE POWER 12,568,625 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORT PERSON 12,568,625 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 25.1% 12 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! Item 1. (a) Sunshine Mining and Refining Company (b) 5956 Sherry Lane, Suite 1621 Dallas, TX 75225 Item 2. (a) Stonehill Offshore Partners Limited (b) c/o Stonehill Advisers LLC 126 East 56th Street, 9th Floor New York, NY 10022 (c) Cayman Islands LLC (d) Common Stock, Par Value $0.01 Per Share (e) 867833-60-0 Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check whether the person filing is a: (a) Broker or Dealer registered under Section 15 of the Act (b) Bank as defined in section 3(a)(6) of the Act (c) Insurance Company as defined in section 3(a)(19) of the Act (d) Investment Company registered under section 8 of the Investment Company Act (e) Investment Advisor registered under section 203 of the Investment Advisors Act of 1940 (f) Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see Section 240.13d-1(b)(1)(ii)(F) (g) Parent Holding Company, in accordance with Section 240.13d-1(b)(1)(ii)(G) (Note: See Item 7) (h) Group, in accordance with Section 240.13d-1(b)(1)(ii)(H) Item 4. Ownership (a) See pages which are incorporated by reference (b) (c) (i) (ii) (iii) (iv) Item 5. Ownership of Five Percent or Less of a Class Item 6. Ownership of More than Five Percent on Behalf of Another Person. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company Item 8. Identification and Classification of Members of the Group Item 9. Notice of Dissolution of the Group Item 10. Certification 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. February 12, 2002 Date Stonehill Offshore Partners Limited By Stonehill Advisers LLC by /s/ Wayne Teetsel Signature Wayne Teetsel, Managing Member Name/Title CUSIP No. 867833-60-0 13G Page 2 of [____] Pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Stonehill Capital Management, LLC 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) X 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 19,138,500 7 SOLE DISPOSITIVE POWER 0 8 SHARED DISPOSITIVE POWER 19,138,500 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORT PERSON 19,138,500 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 38.3% 12 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! Item 1. (a) Sunshine Mining and Refining Company (b) 5956 Sherry Lane, Suite 1621 Dallas, TX 75225 Item 2. (a) Stonehill Capital Management LLC (b) 126 East 56th Street, 9th Floor New York, NY 10022 (c) Delaware LLC (d) Common Stock, Par Value $0.01 Per Share (e) 867833-60-0 Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check whether the person filing is a: (a) Broker or Dealer registered under Section 15 of the Act (b) Bank as defined in section 3(a)(6) of the Act (c) Insurance Company as defined in section 3(a)(19) of the Act (d) Investment Company registered under section 8 of the Investment Company Act (e) Investment Advisor registered under section 203 of the Investment Advisors Act of 1940 (f) Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see Section 240.13d-1(b)(1)(ii)(F) (g) Parent Holding Company, in accordance with Section 240.13d-1(b)(1)(ii)(G) (Note: See Item 7) (h) Group, in accordance with Section 240.13d-1(b)(1)(ii)(H) Item 4. Ownership (a) See pages which are incorporated by reference (b) (c) (i) (ii) (iii) (iv) Item 5. Ownership of Five Percent or Less of a Class Item 6. Ownership of More than Five Percent on Behalf of Another Person. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company Item 8. Identification and Classification of Members of the Group Item 9. Notice of Dissolution of the Group Item 10. Certification 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. February 12, 2002 Date Stonehill Capital Management LLC by /s/ Wayne Teetsel Signature Wayne Teetsel, Managing Member Name/Title