UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM 15F


CERTIFICATION OF A FOREIGN PRIVATE ISSUER'S TERMINATION OF REGISTRATION OF A CLASS OF SECURITIES UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ITS TERMINATION OF THE DUTY TO FILE REPORTS UNDER SECTION 13(a) OR SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



 

Commission File Number

001-32556


RADIUS GOLD INC.

(Exact name of registrant as specified in its charter)


200 Burrard Street, Suite 650, Vancouver, British Columbia, Canada V6C 3L6

(604) 801-5432

(Address, including zip code, and telephone number, including area code, of registrant's of principal executive offices)


Common Shares

(Title of each class of securities covered by this Form)


Place an X in the appropriate box(es) to indicate the provision(s) relied upon to terminate the duty to file reports under the Securities Exchange Act of 1934:


Rule 12h-6(a)

X

Rule 12h-6(d)

 

(for equity securities)

(for successor registrants)

 

Rule 12h-6(c)

 

Rule 12h-6(i)

 

(for debt securities)

(for prior Form 15 filers)






PART I


Item 1.

Exchange Act Reporting History


A.

Radius Gold Inc. (the "Company") first incurred the duty to file reports under Section 13(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), on June 9, 2000, which was sixty days after the initial filing of the Company's registration statement on Form 20-F.


B.

The Company has filed or submitted all reports required under Section 13(a) of the Exchange Act and corresponding Commission rules for the 12 months preceding the filing of this form, and has filed at least one annual report under Section 13(a).


Item 2.

Recent United States Market Activity


The Company has not sold any securities in the United States in a registered offering under the Securities Act of 1933, as amended.


Item 3.

Foreign Listing and Primary Trading Market


A.

The common shares of the Company (the "Common Shares") are listed on the TSX Venture Exchange (the "TSXV"), located in Canada, which constitutes the primary trading market for the Common Shares.


B.

The date of initial listing on the TSXV of the Common Shares was October 7, 1998.  The Company has maintained the listing on the TSXV for at least 12 months prior to the filing of this Form 15F.


C.

During the 12-month period beginning on April 1, 2015 and ended March 31, 2016, 91.2% of trading in the Common Shares occurred on the TSXV.


Item 4.

Comparative Trading Volume Data


Not applicable.


Item 5.

Alternative Record Holder Information


On April 18, 2016, there were 155 persons resident in the United States that are holders of the Common Shares as determined pursuant to Rule 12h-6(e).  The Company relied upon the assistance of Computershare Trust Company of Canada and the Depository Trust & Clearing Corporation to determine the number of beneficial holders who are United States residents.


Item 6.

Debt Securities


Not applicable.  


Item 7.

Notice Requirement


A.

Pursuant to Rule 12h-6(h), the Company disclosed its intent to terminate the registration of the Common Shares under Section 12(g) of the Exchange Act and its corresponding reporting obligations under Section 13(a) of the Exchange Act on April 28, 2016.  


B.

The Company disseminated the notice in the United States by means of a news release (the "News Release") published/transmitted via Marketwired news distribution service.   A copy of the News Release is attached as Exhibit 10.1 to this Form 15F.  


Item 8.

Prior Form 15 Filers


Not applicable.


PART II


Item 9.

Rule 12g3-2(b) Exemption


Not applicable.


PART III


Item 10. Exhibits


Exhibit 10.1

News Release pursuant to Rule 12h-6(h), dated April 28, 2016.



Item 11. Undertakings


The undersigned issuer hereby undertakes to withdraw this Form 15F if, at any time before the effectiveness of its termination of reporting under Rule 12h-6, it has actual knowledge of information that causes it reasonably to believe that, at the time of filing the Form 15F:


(1)

The average daily trading volume of its subject class of securities in the United States exceeded 5 percent of the average daily trading volume of that class of securities on a worldwide basis for the same recent 12-month period that the issuer used for purposes of Rule 12h-6(a)(4)(i);


(2)

Its subject class of securities was held of record by 300 or more United States residents or 300 or more persons worldwide, if proceeding under Rule 12h-6(a)(4)(ii) or Rule 12h-6(c); or


(3)

It otherwise did not qualify for termination of its Exchange Act reporting obligations under Rule 12h-6.




 SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, Radius Gold Inc. has duly authorized the undersigned person to sign on its behalf this certification on Form 15F. In so doing, Radius Gold Inc. certifies that, as represented on this Form, it has complied with all the conditions set forth in Rule 12h-6 for terminating its registration under section 12(g) of the Exchange Act, or its duty to file reports under section 13(a) or section 15(d) of the Exchange Act, or both.


 

RADIUS GOLD INC.

 

(Registrant)


Date:

 


April 28, 2016



By:


        /s/ Simon Ridgway      

 

Name:

Simon Ridgway

Title:   

President, Chief Executive Officer

             and Director






Radius Gold (PK) (USOTC:RDUFF)
Historical Stock Chart
From Mar 2024 to Apr 2024 Click Here for more Radius Gold (PK) Charts.
Radius Gold (PK) (USOTC:RDUFF)
Historical Stock Chart
From Apr 2023 to Apr 2024 Click Here for more Radius Gold (PK) Charts.