- Amended Statement of Ownership (SC 13G/A)
February 13 2012 - 4:52PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
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(Amendment No. 7)*
Ivanhoe Mines Ltd.
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(Name of Issuer)
Common Shares, No Par Value
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(Title of Class of Securities)
46579N
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(CUSIP Number)
31 December 2011
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(Date of Event Which Requires Filing of this Statement)
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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o
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Rule 13d-1(b)
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o
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Rule 13d-1(c)
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x
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Rule 13d-1(d)
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*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 46579N
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SCHEDULE 13G
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Page 2 of 11 Pages
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1
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NAME OF
REPORTING
PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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N/A
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
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6
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SHARED VOTING POWER
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7
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SOLE DISPOSITIVE POWER
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8
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SHARED DISPOSITIVE POWER
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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N/A
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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12
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TYPE OF REPORTING PERSON
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CUSIP No. 46579N
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SCHEDULE 13G
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Page 3 of 11 Pages
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1
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NAME OF
REPORTING
PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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N/A
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
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6
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SHARED VOTING POWER
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7
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SOLE DISPOSITIVE POWER
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8
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SHARED DISPOSITIVE POWER
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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N/A
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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12
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TYPE OF REPORTING PERSON
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CUSIP No. 46579N
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SCHEDULE 13G
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Page 4 of 11 Pages
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1
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NAME OF
REPORTING
PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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N/A
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
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6
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SHARED VOTING POWER
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7
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SOLE DISPOSITIVE POWER
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8
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SHARED DISPOSITIVE POWER
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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N/A
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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12
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TYPE OF REPORTING PERSON
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CUSIP No. 46579N
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SCHEDULE 13G
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Page 5 of 11 Pages
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1
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NAME OF
REPORTING
PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Australian Bulk Minerals SRL
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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N/A
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
|
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NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5
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SOLE VOTING POWER
|
6
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SHARED VOTING POWER
|
7
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SOLE DISPOSITIVE POWER
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8
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SHARED DISPOSITIVE POWER
|
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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N/A
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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12
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TYPE OF REPORTING PERSON
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CUSIP No. 46579N
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SCHEDULE 13G
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Page 6 of 11 Pages
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1
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NAME OF
REPORTING
PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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N/A
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3
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SEC USE ONLY
|
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
|
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NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
|
6
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SHARED VOTING POWER
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7
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SOLE DISPOSITIVE POWER
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8
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SHARED DISPOSITIVE POWER
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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N/A
|
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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12
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TYPE OF REPORTING PERSON
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CUSIP No. 46579N
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SCHEDULE 13G
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Page 7 of 11 Pages
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Pursuant to Rule 13d-2(b) of Regulation 13D-G of the General Rules and Regulations under the Securities Exchange Act of 1934, as amended, the undersigned are hereby amending their Schedule 13G Statement dated December 31, 2010 (the “Schedule 13G”) to reflect certain matters pertaining to Ivanhoe Mines Ltd. (“Ivanhoe”) shares. Capitalized terms used herein have the meanings ascribed to them in the Schedule 13G.
Item 1
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No changes.
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Item 2
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(a)
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No changes.
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(b)
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Address or Principal Business Office or, if none, Residence
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The address of the principal business office of Mr. Friedland is 150 Beach Road #25-03 The Gateway West, Singapore 189720.
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The address of the principal business office of
Newstar Holdings SRL (“
Newstar Holdings”), Australian Bulk Minerals SRL (“ABM”), Goldamere Holdings SRL (“Goldamere”) and
Newstar Securities SRL (“
Newstar Securities”) is Berne Building, Suite 1, The Courtyard, Hastings, Christ Church, Barbados 14038.
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(c)
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Citizenship
:
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(i)
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Robert Martin Friedland – American and Canadian
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(ii)
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Newstar Holdings – Barbados
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(iii)
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Newstar Securities – Barbados
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(iv)
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ABM – Barbados
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(v)
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Goldamere – Barbados
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(d)
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Title of Class of Securities
:
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No changes.
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(e)
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CUSIP Number
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No changes.
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Item 3
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No changes.
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CUSIP No. 46579N
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SCHEDULE 13G
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Page 8 of 11 Pages
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Item 4.
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Ownership
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All ownership percentages and amounts reported herein reflect the beneficial ownership of Robert Martin Friedland, Newstar Holdings, Newstar Securities, ABM and Goldamere as of December 31, 2011.
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(a)
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Amount Beneficially Owned
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Goldamere directly beneficially owns an aggregate of 41,689,603 common shares of Ivanhoe (“Shares”). ABM may be deemed to beneficially own an aggregate of 41,689,603 Shares as a result of its voting and dispositive power over 41,689,603 Shares beneficially owned by Goldamere, its wholly-owned subsidiary. Newstar Securities may be deemed to beneficially own an aggregate of 78,578,319 Shares as a result of its voting and dispositive power over 41,689,603 Shares beneficially owned by ABM, its wholly owned subsidiary, in addition to the 36,888,716 Shares owned directly by it. Newstar Holdings may be deemed to beneficially own an aggregate of 78,578,319 Shares as a result of its owning all of the stock of Newstar Securities. Mr. Friedland may be deemed to beneficially own an aggregate of 101,938,544 Shares as a result of his voting and dispositive power over 78,578,319 Shares beneficially owned by Newstar Holdings, his wholly-owned subsidiary in addition to the 23,360,225 Shares owned directly by him, of which 577,804 are stock options exercisable into Shares within the next 60 days.
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(b)
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Percent of class
:
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Mr. Friedland may be deemed to beneficially own approximately
13.8%
of the Shares. Newstar Holdings and Newstar Securities may be deemed to beneficially own approximately
10.6%
of the Shares. ABM and Goldamere may be deemed to beneficially own approximately
5.6%
of the Shares.
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(c)
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Number of shares as to which such person has sole and shared power to direct the vote and sole and shared power to direct the disposition of
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Goldamere may be deemed to have sole power to direct the voting and disposition of the 41,689,603 Shares it beneficially owns. ABM may be deemed to have sole power to direct the voting and disposition of the 41,689,603 Shares beneficially owned by Goldamere, its wholly-owned subsidiary. Newstar Securities may be deemed to have sole power to direct the voting and disposition of the 41,689,603 Shares beneficially owned by ABM, its wholly owned subsidiary, in addition to the 36,888,716 Shares owned directly by it. Newstar Holdings may be deemed to have sole power to direct the voting and disposition of the 78,578,319 Shares beneficially owned by Newstar Securities, its wholly-owned subsidiary. Mr. Friedland may be deemed to have sole power to direct the voting and disposition of the 78,578,319 Shares beneficially owned by Newstar Holdings, his wholly-owned company, in addition to the 23,360,225 Shares owned directly by him, 577,804 of which are stock options exercisable into Shares within the next 60 days.
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CUSIP No. 46579N
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SCHEDULE 13G
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Page 9 of 11 Pages
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Item 5.
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No changes.
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Item 6
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No changes.
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Item 7.
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No changes.
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Item 8.
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No changes.
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Item 9.
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No changes.
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Item 10.
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No changes.
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CUSIP No. 46579N
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SCHEDULE 13G
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Page 10 of 11 Pages
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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.
Dated as of February 13, 2012
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/s/ Robert Martin Friedland
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Robert Martin Friedland
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NEWSTAR HOLDINGS SRL
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By:
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/s/ Robert Martin Friedland
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Name: Robert Martin Friedland
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Title: President
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NEWSTAR SECURITIES SRL
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By:
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/s/ Robert Martin Friedland
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Name: Robert Martin Friedland
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Title:
President
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AUSTRALIAN BULK MINERALS SRL
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By:
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/s/ Robert Martin Friedland
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Name: Robert Martin Friedland
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Title:
President
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GOLDAMERE HOLDINGS SRL
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By:
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/s/ Robert Martin Friedland
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Name: Robert Martin Friedland
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Title:
President
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CUSIP No. 46579N
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SCHEDULE 13G
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Page 11 of 11 Pages
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Exhibit 1.
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Joint Filing Agreement as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended. (Previously filed.)
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