The K2 Principal Fund, L.P.
|
2 Bloor St West, Suite 801
Toronto, Ontario, M4W 3E2
|
Telephone Number: (416) 365-2155
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 2 of 29
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
The K2 Principal Fund, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☒
(b) ☐
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario, Canada
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
840,405
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
840,405
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
840,405
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.0%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 3 of 29
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
K2 GenPar L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☒
(b) ☐
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario, Canada
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
840,405
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
840,405
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
840,405
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.0%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 4 of 29
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
K2 GenPar 2009 Inc.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☒
(b) ☐
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario, Canada
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
840,405
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
840,405
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
840,405
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.0%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 5 of 29
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
K2 & Associates Investment Management Inc.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☒
(b) ☐
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario, Canada
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
840,405
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
840,405
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
840,405
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.0%
|
|
14
|
TYPE OF REPORTING PERSON
CO
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 6 of 29
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Shawn Kimel Investments, Inc.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☒
(b) ☐
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario, Canada
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
840,405
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
840,405
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
840,405
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.0%
|
|
14
|
TYPE OF REPORTING PERSON
CO
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 7 of 29
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Shawn Kimel
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☒
(b) ☐
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Canada
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
840,405
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
840,405
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
840,405
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.0%
|
|
14
|
TYPE OF REPORTING PERSON
IN
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 8 of 29
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Sprott Inc.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☒
(b) ☐
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario, Canada
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
50,000
|
8
|
SHARED VOTING POWER
1,163,090
|
|
9
|
SOLE DISPOSITIVE POWER
50,000
|
|
10
|
SHARED DISPOSITIVE POWER
1,163,090
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,213,090
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.4%
|
|
14
|
TYPE OF REPORTING PERSON
CO
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 9 of 29
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Sprott Global Resource Investments Ltd.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☒
(b) ☐
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
California
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
0
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
800
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
800
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
|
|
14
|
TYPE OF REPORTING PERSON
CO
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 10 of 29
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Sprott Asset Management USA Inc.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☒
(b) ☐
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
California
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
190
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
190
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
190
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
|
|
14
|
TYPE OF REPORTING PERSON
CO
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 11 of 29
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Resource Capital Investments Corp.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☒
(b) ☐
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Nevada
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
1,000,000
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
1,000,000
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,000,000
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.2%
|
|
14
|
TYPE OF REPORTING PERSON
CO
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 12 of 29
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Exploration Capital Partners 1998-B LP
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☒
(b) ☐
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
California
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
1,000,000
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
1,000,000
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,000,000
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.2%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 13 of 29
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Sprott Asset Management LP
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☒
(b) ☐
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario, Canada
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
162,100
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
162,100
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
162,100
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.2%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 14 of 29
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Sprott-Zijin Mining Master Fund
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☒
(b) ☐
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
162,100
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
162,100
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
162,100
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.2%
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 15 of 29
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
John Paul Tognetti
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☒
(b) ☐
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
PF
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Canadian
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
1,400,000
|
8
|
SHARED VOTING POWER
93,100
|
|
9
|
SOLE DISPOSITIVE POWER
1,400,000
|
|
10
|
SHARED DISPOSITIVE POWER
93,100
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,493,100
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.8%
|
|
14
|
TYPE OF REPORTING PERSON
IN
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 16 of 29
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Kyle Jason McLean
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☒
(b) ☐
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
PF
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Canadian
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
61,500
|
8
|
SHARED VOTING POWER
93,100
|
|
9
|
SOLE DISPOSITIVE POWER
61,500
|
|
10
|
SHARED DISPOSITIVE POWER
93,100
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
154,600
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.2%
|
|
14
|
TYPE OF REPORTING PERSON
IN
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 17 of 29
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Carlo Civelli
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☒
(b) ☐
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
PF
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Switzerland
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
1,000,000
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
1,000,000
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,000,000
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.2%
|
|
14
|
TYPE OF REPORTING PERSON
IN
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 18 of 29
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Pacific World Energy Ltd.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☒
(b) ☐
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
AF
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
1,000,000
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
1,000,000
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,000,000
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.2%
|
|
14
|
TYPE OF REPORTING PERSON
CO
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 19 of 29
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Patrick Charles Evans
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☒
(b) ☐
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
PF
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States, United Kingdom and South Africa
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
10,000
|
8
|
SHARED VOTING POWER
0
|
|
9
|
SOLE DISPOSITIVE POWER
10,000
|
|
10
|
SHARED DISPOSITIVE POWER
0
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
|
|
14
|
TYPE OF REPORTING PERSON
IN
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 20 of 29
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 21 of 29
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 22 of 29
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 23 of 29
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 24 of 29
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 25 of 29
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 26 of 29
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 27 of 29
|
K2 Principal Fund, L.P.
|
|||
By: K2 GenPar L.P., its general partner
|
|||
By: K2 GenPar 2009 Inc., its general partner
|
|||
|
|||
By:
|
/s/ Shawn Kimel | ||
|
Name: Shawn Kimel
|
||
Title: President
|
|||
|
|||
K2 GenPar L.P.
|
|||
|
|||
By: K2 GenPar 2009 Inc., its general partner
|
|||
|
|||
By:
|
/s/ Shawn Kimel | ||
|
Name: Shawn Kimel
|
||
Title: President
|
|||
|
|||
K2 GenPar 2009 Inc.
|
|||
|
|||
By:
|
/s/ Shawn Kimel | ||
|
Name: Shawn Kimel
|
||
Title: President
|
|||
|
|||
K2 & Associates Investment Management Inc.
|
|||
|
|||
|
|||
By:
|
/s/ Shawn Kimel | ||
|
Name: Shawn Kimel
|
||
Title: President
|
|||
|
|||
Shawn Kimel Investments, Inc.
|
|||
|
|||
By:
|
/s/ Shawn Kimel | ||
|
Name: Shawn Kimel
|
||
Title: President
|
|||
|
|||
|
|||
By:
|
/s/ Shawn Kimel | ||
Name: Shawn Kimel
|
|||
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 28 of 29
|
|
Sprott Inc.
|
||
|
|||
By:
|
/s/ Kirstin McTaggart | ||
|
Name: Kirstin McTaggart
|
||
Title: Authorized Signatory
|
|||
Sprott Global Resource Investments Ltd.
|
|||
|
|||
|
|||
By:
|
/s/ Gretchen Carter | ||
|
Name: Gretchen Carter
|
||
Title: CFO, Rule Investments, Inc., General Partner
|
|||
|
|||
Sprott Asset Management USA Inc.
|
|||
|
|||
By:
|
/s/ Arthur Richards Rule IV | ||
|
Name: Arthur Richards Rule IV
|
||
Title: President
|
|||
|
|||
Resource Capital Investments Corp.
|
|||
|
|||
By:
|
/s/ Arthur Richards Rule IV | ||
|
Name: Arthur Richards Rule IV
|
||
Title: President
|
|||
|
|||
Exploration Capital Partners 1998-B LP
|
|||
By: Resource Capital Investments Corp., its general partner
|
|||
|
|||
By:
|
/s/ Arthur Richards Rule IV | ||
|
Name: Arthur Richards Rule IV
|
||
Title: President
|
CUSIP No. 257287953
|
SCHEDULE 13D |
Page 29 of 29
|
Sprott Asset Management LP
|
|||
By: Sprott Asset Management GP Inc., its general partner
|
|||
By:
|
/s/ Kirstin McTaggart | ||
Name: Kirstin McTaggart
|
|||
Title: Director & Chief Compliance Officer
|
|||
|
|||
Sprott-Zijin Mining Master Fund
|
|||
By: Sprott Asset Management LP, its general partner
|
|||
By:
|
/s/ Kirstin McTaggart | ||
Name: Kirstin McTaggart
|
|||
Title: Director & Chief Compliance Officer
|
|
|||
|
|||
By:
|
/s/ John Paul Tognetti | ||
Name: John Paul Tognetti
|
|||
|
|||
|
|||
By:
|
/s/ Kyle Jason McLean | ||
Name: Kyle Jason McLean
|
|||
|
|||
|
|||
By:
|
/s/ Carlo Civelli | ||
Name: Carlo Civelli
|
|||
|
|||
Pacific World Energy Ltd.
|
|||
By:
|
/s/ Carlo Civelli | ||
Name: Carlo Civelli
|
|||
Title: Director
|
|||
|
|||
|
|||
By:
|
/s/ Patrick Charles Evans | ||
|
Name: Patrick Charles Evans
|
Name
|
Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted
|
Citizenship
|
Shawn Kimel
(President and Director)
|
President and Director of SKI, GenPar 2009 and K2 & Associates
2 Bloor St West, Suite 801
Toronto, Ontario, M4W 3E2
|
Canadian
|
Name
|
Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted
|
Citizenship
|
Shawn Kimel
(President and Director)
|
President and Director of SKI, GenPar 2009 and K2 & Associates
2 Bloor St West, Suite 801
Toronto, Ontario, M4W 3E2
|
Canadian
|
Warren Kimel
(Director)
|
Chief Executive Officer, Fabricland
1450 Castlefield Ave. Toronto, ON M6M 1Y6
|
Canadian
|
Ronald Kimel
(Director)
|
Vice President, Westdale Construction Co.
35 Lesmill Road
North York, ON M3B 2T3
|
Canadian
|
Name
|
Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted
|
Citizenship
|
Shawn Kimel
(President and Director)
|
President and Director of SKI, GenPar 2009 and K2 & Associates
2 Bloor St West, Suite 801
Toronto, Ontario, M4W 3E2
|
Canadian
|
Name
|
Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted
|
Citizenship
|
Eric Sprott
(Chairman)
|
Chairman, Sprott Inc.
Royal Bank Plaza, South Tower, 200 Bay Street,
Suite 2700, Toronto, Ontario, Canada M5J 2J1
|
Canada
|
Jack C. Lee
(Director)
|
President, Facet Resources Ltd.
Calgary, AB
|
Canada
|
Alex Adamson
(Director)
|
Managing Director, Oberndorf Enterprises, LLC
505 Sansome Street
San Francisco, California 94111
|
United States
|
Marc Faber
(Director)
|
Managing Director, Marc Faber Limited
Suite 801, The Workstation
43 Lyndhurst Terrace
Central, Hong Kong
|
Switzerland
|
Sharon Ranson
(Director)
|
President, The Ranson Group
297 Inglewood Drive
Toronto, Ontario M4T 1J2
|
Canada
|
James T. Roddy
(Director)
|
Corporate Director (retired)
Royal Bank Plaza, South Tower, 200 Bay Street
Suite 2700, Toronto, Ontario, Canada M5J 2J1
|
Canada
|
Arthur Richards Rule
(Director)
|
Founder, Sprott Global Resource Investments Ltd.
1910 Palomar Point Way, Suite 200
Carlsbad, CA 92008
|
United States
|
Rosemary Zigrossi
(Director)
|
President, Odaamis Inc.
207 Riverside Drive
Toronto, Ontario M6S 4A8 |
Canada, Italy
|
Peter Grosskopf
(Chief Executive Officer)
|
Chief Executive Officer, Sprott Inc.
Royal Bank Plaza, South Tower, 200 Bay Street,
Suite 2700, Toronto, Ontario, Canada M5J 2J1
|
Canada
|
Kevin Hibbert
(Chief Financial Officer & Corporate Secretary)
|
Chief Financial Officer & Corporate Secretary, Sprott Inc.
Royal Bank Plaza, South Tower, 200 Bay Street,
Suite 2700, Toronto, Ontario, Canada M5J 2J1
|
Canada |
Name
|
Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted
|
Citizenship
|
Arthur Richards Rule
(Director)
|
Founder, Sprott Global Resource Investments Ltd.
1910 Palomar Point Way, Suite 200
Carlsbad, CA 92008
|
United States
|
Robert Villaflor
(President, Chief Executive Officer and Director)
|
Chief Executive Officer, Sprott Global Resource Investments Ltd.
1910 Palomar Point Way, Suite 200
Carlsbad, CA 92008
|
United States
|
Peter Grosskopf
(Director)
|
Chief Executive Officer, Sprott Inc.
Royal Bank Plaza, South Tower, 200 Bay Street,
Suite 2700, Toronto, Ontario, Canada M5J 2J1
|
Canada
|
John Ciampaglia
(Director)
|
Executive Vice President of Corporate Development, Sprott Inc.
Suite 2700, 200 Bay Street
Royal Bank Plaza, South Tower
Toronto, Ontario M5J 2J1
|
Canada |
Kevin Hibbert
(Director)
|
Chief Financial Officer & Corporate Secretary, Sprott Inc.
Royal Bank Plaza, South Tower, 200 Bay Street,
Suite 2700, Toronto, Ontario, Canada M5J 2J1
|
Canada |
Gretchen Carter (Treasurer)
|
Treasurer, Sprott Global Resource Investments Ltd.
1910 Palomar Point Way, Suite 200
Carlsbad, CA 92008
|
United States
|
Laura Acevedo (Secretary)
|
Secretary, Sprott Global Resource Investments Ltd.
1910 Palomar Point Way, Suite 200
Carlsbad, CA 92008
|
United States
|
Name
|
Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted
|
Citizenship
|
Arthur Richards Rule
(President and Director)
|
Founder, Sprott Global Resource Investments Ltd.
1910 Palomar Point Way, Suite 200
Carlsbad, CA 92008
|
United States
|
Jeffrey Howard
(Director)
|
Sprott Global Resource Investments Ltd.
1910 Palomar Point Way, Suite 200
Carlsbad, CA 92008
|
United States
|
Peter Grosskopf
(Director)
|
Chief Executive Officer, Sprott Inc.
Royal Bank Plaza, South Tower, 200 Bay Street,
Suite 2700, Toronto, Ontario, Canada M5J 2J1
|
Canada
|
John Ciampaglia
(Director)
|
Executive Vice President of Corporate Development, Sprott Inc.
Suite 2700, 200 Bay Street
Royal Bank Plaza, South Tower
Toronto, Ontario M5J 2J1
|
Canada |
Kevin Hibbert
(Director)
|
Chief Financial Officer & Corporate Secretary, Sprott Inc.
Royal Bank Plaza, South Tower, 200 Bay Street,
Suite 2700, Toronto, Ontario, Canada M5J 2J1
|
Canada |
Gretchen Carter (Treasurer)
|
Treasurer, Sprott Global Resource Investments Ltd.
1910 Palomar Point Way, Suite 200
Carlsbad, CA 92008
|
United States
|
Laura Acevedo (Secretary)
|
Secretary, Sprott Global Resource Investments Ltd.
1910 Palomar Point Way, Suite 200
Carlsbad, CA 92008
|
United States
|
Name
|
Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted
|
Citizenship
|
Arthur Richards Rule
(President and Director)
|
Founder, Sprott Global Resource Investments Ltd.
1910 Palomar Point Way, Suite 200
Carlsbad, CA 92008
|
United States
|
Jeffrey Howard
(Director)
|
Sprott Global Resource Investments Ltd.
1910 Palomar Point Way, Suite 200
Carlsbad, CA 92008
|
United States
|
Peter Grosskopf
(Director)
|
Chief Executive Officer, Sprott Inc.
Royal Bank Plaza, South Tower, 200 Bay Street,
Suite 2700, Toronto, Ontario, Canada M5J 2J1
|
Canada
|
John Ciampaglia
(Director)
|
Executive Vice President of Corporate Development, Sprott Inc.
Suite 2700, 200 Bay Street
Royal Bank Plaza, South Tower
Toronto, Ontario M5J 2J1
|
Canada
|
Kevin Hibbert
(Director)
|
Chief Financial Officer & Corporate Secretary, Sprott Inc.
Royal Bank Plaza, South Tower, 200 Bay Street,
Suite 2700, Toronto, Ontario, Canada M5J 2J1
|
Canada
|
Gretchen Carter (Treasurer)
|
Treasurer, Sprott Global Resource Investments Ltd.
1910 Palomar Point Way, Suite 200
Carlsbad, CA 92008
|
United States
|
Laura Acevedo (Secretary)
|
Secretary, Sprott Global Resource Investments Ltd.
1910 Palomar Point Way, Suite 200
Carlsbad, CA 92008
|
United States
|
Name
|
Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted
|
Citizenship
|
Carlo Civelli
(Director)
|
Director, Clarion Consulting Sarl
24, Bd. Princesse Charlotte, “Est-Ouest” – 4eme étage
98000 Monaco
|
Switzerland
|
Henry Aldorf
(Director)
|
President, Pacific LNG Operations Ltd.
111 Somerset Road, #06-06, TripleOne Somerset
Singapore 238164
|
Netherlands
|
K2 Principal Fund, L.P.
|
|||
By: K2 GenPar L.P., its general partner
|
|||
By: K2 GenPar 2009 Inc., its general partner
|
|||
|
|||
By:
|
/s/ Shawn Kimel | ||
|
Name: Shawn Kimel
|
||
Title: President
|
|||
|
|||
K2 GenPar L.P.
|
|||
|
|||
By: K2 GenPar 2009 Inc., its general partner
|
|||
|
|||
By:
|
/s/ Shawn Kimel | ||
|
Name: Shawn Kimel
|
||
Title: President
|
|||
|
|||
K2 GenPar 2009 Inc.
|
|||
|
|||
By:
|
/s/ Shawn Kimel | ||
|
Name: Shawn Kimel
|
||
Title: President
|
|||
|
|||
K2 & Associates Investment Management Inc.
|
|||
|
|||
|
|||
By:
|
/s/ Shawn Kimel | ||
|
Name: Shawn Kimel
|
||
Title: President
|
|||
|
|||
Shawn Kimel Investments, Inc.
|
|||
|
|||
By:
|
/s/ Shawn Kimel | ||
|
Name: Shawn Kimel
|
||
Title: President
|
|||
|
|||
|
|||
By:
|
/s/ Shawn Kimel | ||
Name: Shawn Kimel
|
|||
|
Sprott Inc.
|
||
|
|||
By:
|
/s/ Kirstin McTaggart | ||
|
Name: Kirstin McTaggart
|
||
Title: Authorized Signatory
|
|||
Sprott Global Resource Investments Ltd.
|
|||
|
|||
|
|||
By:
|
/s/ Gretchen Carter | ||
|
Name: Gretchen Carter
|
||
Title: CFO, Rule Investments, Inc., General Partner
|
|||
|
|||
Sprott Asset Management USA Inc.
|
|||
|
|||
By:
|
/s/ Arthur Richards Rule IV | ||
|
Name: Arthur Richards Rule IV
|
||
Title: President
|
|||
|
|||
Resource Capital Investments Corp.
|
|||
|
|||
By:
|
/s/ Arthur Richards Rule IV | ||
|
Name: Arthur Richards Rule IV
|
||
Title: President
|
|||
|
|||
Exploration Capital Partners 1998-B LP
|
|||
By: Resource Capital Investments Corp., its general partner
|
|||
|
|||
By:
|
/s/ Arthur Richards Rule IV | ||
|
Name: Arthur Richards Rule IV
|
||
Title: President
|
Sprott Asset Management LP
|
|||
By: Sprott Asset Management GP Inc., its general partner
|
|||
By:
|
/s/ Kirstin McTaggart | ||
Name: Kirstin McTaggart
|
|||
Title: Director & Chief Compliance Officer
|
|||
|
|||
Sprott-Zijin Mining Master Fund
|
|||
By: Sprott Asset Management LP, its general partner
|
|||
By:
|
/s/ Kirstin McTaggart | ||
Name: Kirstin McTaggart
|
|||
Title: Director & Chief Compliance Officer
|
|
|||
|
|||
By:
|
/s/ John Paul Tognetti | ||
Name: John Paul Tognetti
|
|||
|
|||
|
|||
By:
|
/s/ Kyle Jason McLean | ||
Name: Kyle Jason McLean
|
|||
|
|||
|
|||
By:
|
/s/ Carlo Civelli | ||
Name: Carlo Civelli
|
|||
|
|||
Pacific World Energy Ltd.
|
|||
By:
|
/s/ Carlo Civelli | ||
Name: Carlo Civelli
|
|||
Title: Director
|
|||
|
|||
|
|||
By:
|
/s/ Patrick Charles Evans | ||
|
Name: Patrick Charles Evans
|
Date of
Transaction |
|
Security
|
|
Amount of
Securities Bought (Sold)* |
|
Unit Cost**
|
|
Expiration Date
|
|
Where and How
Effected |
11/25/2015
|
Common Shares
|
7,400
|
C$10.91
|
N/A
|
Open Market
|
|||||
11/25/2015
|
Common Shares
|
33,200
|
C$10.93
|
N/A
|
Open Market
|
|||||
11/26/2015
|
Common Shares
|
33,100
|
C$11.00
|
N/A
|
Open Market
|
|||||
11/27/2015
|
Common Shares
|
18,000
|
C$10.98
|
N/A
|
Open Market
|
|||||
11/27/2015
|
Common Shares
|
25,000
|
US$8.25
|
N/A
|
Open Market
|
|||||
11/30/2015
|
Common Shares
|
44,000
|
C$11.06
|
N/A
|
Open Market
|
|||||
11/30/2015
|
Common Shares
|
35,000
|
US$8.28
|
N/A
|
Open Market
|
|||||
12/1/2015
|
Common Shares
|
46,545
|
C$11.06
|
N/A
|
Open Market
|
|||||
12/1/2015
|
Common Shares
|
22,250
|
US$8.26
|
N/A
|
Open Market
|
|||||
12/2/2015
|
Common Shares
|
8,500
|
C$11.01
|
N/A
|
Open Market
|
|||||
12/2/2015
|
Common Shares
|
17,310
|
US$8.25
|
N/A
|
Open Market
|
|||||
12/3/2015
|
Common Shares
|
50,200
|
C$11.03
|
N/A
|
Open Market
|
|||||
12/3/2015
|
Common Shares
|
49,643
|
US$8.25
|
N/A
|
Open Market
|
|||||
12/4/2015
|
Common Shares
|
25,300
|
C$11.14
|
N/A
|
Open Market
|
|||||
12/4/2015
|
Common Shares
|
30,000
|
US$8.35
|
N/A
|
Open Market
|
|||||
12/7/2015
|
Common Shares
|
64,520
|
C$10.88
|
N/A
|
Open Market
|
|||||
12/7/2015
|
Common Shares
|
67,027
|
US$8.07
|
N/A
|
Open Market
|
|||||
12/8/2015
|
Common Shares
|
46,910
|
C$10.82
|
N/A
|
Open Market
|
|||||
12/8/2015
|
Common Shares
|
32,120
|
US$7.96
|
N/A
|
Open Market
|
|||||
12/9/2015
|
Common Shares
|
22,838
|
C$10.92
|
N/A
|
Open Market
|
|||||
12/9/2015
|
Common Shares
|
18,900
|
US$8.05
|
N/A
|
Open Market
|
|||||
12/10/2015
|
Common Shares
|
25,722
|
C$10.82
|
N/A
|
Open Market
|
|||||
12/10/2015
|
Common Shares
|
30,000
|
US$7.97
|
N/A
|
Open Market
|
|||||
12/11/2015
|
Common Shares
|
4,000
|
C$11.27
|
N/A
|
Open Market
|
|||||
12/11/2015
|
Common Shares
|
16,400
|
US$8.23
|
N/A
|
Open Market
|
|||||
12/14/2015
|
Common Shares
|
17,900
|
C$10.60
|
N/A
|
Open Market
|
|||||
12/14/2015
|
Common Shares
|
3,320
|
US$7.84
|
N/A
|
Open Market
|
|||||
12/15/2015
|
Common Shares
|
21,300
|
C$10.04
|
N/A
|
Open Market
|
|||||
12/15/2015
|
Common Shares
|
28,000
|
US$7.31
|
N/A
|
Open Market
|
|||||
12/14/2015
|
Common Shares
|
(15,000)
|
US$7.62
|
N/A
|
Open Market
|
Date of
Transaction |
|
Security
|
|
Amount of
Securities Bought (Sold)* |
|
Unit Cost**
|
|
Expiration Date
|
|
Where and How
Effected |
11/27/2015
|
American Style Listed Call Option
|
1,000
|
C$12.00
|
04/15/2016
|
Open Market
|
|||||
11/27/2015
|
American Style Listed Call Option
|
1,000
|
C$13.00
|
04/15/2016
|
Open Market
|
|||||
11/30/2015
|
American Style Listed Call Option
|
2,000
|
C$11.00
|
01/15/2016
|
Open Market
|
|||||
12/1/2015
|
American Style Listed Call Option
|
2,000
|
C$12.00
|
04/15/2016
|
Open Market
|
|||||
12/1/2015
|
American Style Listed Call Option
|
3,000
|
C$14.00
|
04/15/2016
|
Open Market
|
|||||
12/8/2015
|
American Style Listed Call Option
|
1,000
|
C$12.00
|
04/15/2016
|
Open Market
|
|||||
12/8/2015
|
American Style Listed Call Option
|
1,000
|
C$13.00
|
04/15/2016
|
Open Market
|
|||||
11/25/2015
|
American Style Listed Put Option
|
8,000
|
C$10.00
|
1/15/2016
|
Open Market
|
|||||
11/25/2015
|
American Style Listed Put Option†
|
1,000
|
C$10.00
|
12/18/2015†
|
Open Market
|
|||||
11/25/2015
|
American Style Listed Put Option†
|
1,000
|
C$11.00
|
12/18/2015†
|
Open Market
|
|||||
11/25/2015
|
American Style Listed Put Option
|
2,000
|
US$7.50
|
2/19/2016
|
Open Market
|
|||||
11/25/2015
|
American Style Listed Put Option
|
2,000
|
C$9.00
|
1/15/2016
|
Open Market
|
|||||
11/26/2015
|
American Style Listed Put Option
|
4,000
|
C$10.00
|
1/15/2016
|
Open Market
|
|||||
11/26/2015
|
American Style Listed Put Option†
|
1,000
|
C$11.00
|
12/18/2015†
|
Open Market
|
|||||
11/30/2015
|
American Style Listed Put Option†
|
6,000
|
C$11.00
|
12/18/2015†
|
Open Market
|
|||||
12/1/2015
|
American Style Listed Put Option
|
4,000
|
US$7.50
|
1/15/2016
|
Open Market
|
|||||
12/1/2015
|
American Style Listed Put Option†
|
21,000
|
US$7.50
|
12/18/2015†
|
Open Market
|
|||||
12/4/2015
|
American Style Listed Put Option
|
14,000
|
US$7.50
|
1/15/2016
|
Open Market
|
|||||
12/4/2015
|
American Style Listed Put Option†
|
10,000
|
US$7.50
|
12/18/2015†
|
Open Market
|
|||||
12/4/2015
|
American Style Listed Put Option
|
2,000
|
US$7.50
|
2/19/2016
|
Open Market
|
|||||
12/4/2015
|
American Style Listed Put Option
|
2,000
|
US$7.50
|
5/20/2016
|
Open Market
|
|||||
12/4/2015
|
American Style Listed Put Option
|
14,000
|
C$9.00
|
4/15/2016
|
Open Market
|
|||||
12/8/2015
|
American Style Listed Put Option
|
14,100
|
US$7.50
|
5/20/2016
|
Open Market
|
|||||
12/11/2015
|
American Style Listed Put Option
|
1,000
|
C$10.00
|
1/15/2016
|
Open Market
|
|||||
12/11/2015
|
American Style Listed Put Option
|
13,300
|
US$7.50
|
5/20/2016
|
Open Market
|
|||||
12/11/2015
|
American Style Listed Put Option
|
1,000
|
C$9.00
|
4/15/2016
|
Open Market
|
|||||
12/15/2015
|
American Style Listed Put Option†
|
2,000
|
US$7.50
|
12/18/2015†
|
Open Market
|
Date of
Transaction |
|
Security
|
|
Amount of
Securities Bought (Sold) |
|
Unit Cost
|
|
Expiration Date
|
|
Where and How
Effected |
|
12/15/2015
|
Common Shares
|
50,000
|
US$7.68
|
N/A
|
Open Market
|
|
Date of
Transaction |
|
Security
|
|
Amount of
Securities Bought (Sold) |
|
Unit Cost
|
|
Expiration Date
|
|
Where and How
Effected |
|
11/10/2015
|
Common Shares
|
800
|
US$9.45
|
N/A
|
Open Market
|
|
Date of
Transaction |
|
Security
|
|
Amount of
Securities Bought (Sold) |
|
Unit Cost
|
|
Expiration Date
|
|
Where and How
Effected |
|
11/23/2015
|
Common Shares
|
30
|
US$8.47
|
N/A
|
Open Market
|
|
|||||
11/10/2015
|
Common Shares
|
160
|
US$9.68
|
N/A
|
Open Market
|
|
Date of
Transaction |
|
Security
|
|
Amount of
Securities Bought (Sold) |
|
Unit Cost
|
|
Expiration Date
|
|
Where and How
Effected |
10/20/2015
|
Common Shares
|
44,000
|
US$10.94
|
N/A
|
Open Market
|
|||||
10/28/2015
|
Common Shares
|
139,000
|
US$11.06
|
N/A
|
Open Market
|
|||||
11/06/2015
|
Common Shares
|
70,000
|
US$10.80
|
N/A
|
Open Market
|
|||||
11/16/2015
|
Common Shares
|
20,000
|
US$10.63
|
N/A
|
Open Market
|
|||||
11/16/2015
|
Common Shares
|
50,000
|
US$9.26
|
N/A
|
Open Market
|
|||||
11/18/2015
|
Common Shares
|
52,000
|
US$9.65
|
N/A
|
Open Market
|
|||||
11/18/2015
|
Common Shares
|
10,000
|
US$8.82
|
N/A
|
Open Market
|
|||||
11/19/2015
|
Common Shares
|
20,000
|
US$8.98
|
N/A
|
Open Market
|
|||||
11/20/2015
|
Common Shares
|
10,000
|
US$9.25
|
N/A
|
Open Market
|
|||||
11/20/2015
|
Common Shares
|
85,000
|
US$9.12
|
N/A
|
Open Market
|
Date of
Transaction |
|
Security
|
|
Amount of
Securities Bought (Sold)* |
|
Unit Cost**
|
|
Expiration Date
|
|
Where and How
Effected |
10/20/2015
|
Common Shares
|
46,000
|
US$10.88
|
N/A
|
Open Market
|
|||||
10/27/2015
|
Common Shares
|
40,000
|
US$10.99
|
N/A
|
Open Market
|
|||||
10/27/2015
|
Common Shares
|
5,500
|
US$10.99
|
N/A
|
Open Market
|
|||||
10/27/2015
|
Common Shares
|
7,500
|
US$10.99
|
N/A
|
Open Market
|
|||||
10/29/2015
|
Common Shares
|
(25,000)
|
US$10.52
|
N/A
|
Open Market
|
|||||
11/06/2015
|
Common Shares
|
20,000
|
US$10.57
|
N/A
|
Open Market
|
|||||
10/27/2015
|
Common Shares
|
9,500
|
US$10.99
|
N/A
|
Open Market
|
|||||
11/05/2015
|
Common Shares
|
70,000
|
US$10.75
|
N/A
|
Open Market
|
|||||
11/10/2015
|
Common Shares
|
58,000
|
US$9.87
|
N/A
|
Open Market
|
|||||
11/11/2015
|
Common Shares
|
10,000
|
US$9.41
|
N/A
|
Open Market
|
|||||
11/13/2015
|
Common Shares
|
50,000
|
US$9.20
|
N/A
|
Open Market
|
|||||
11/16/2015
|
Common Shares
|
4,500
|
US$9.20
|
N/A
|
Open Market
|
|||||
11/17/2015
|
Common Shares
|
10,000
|
US$8.76
|
N/A
|
Open Market
|
|||||
11/19/2015
|
Common Shares
|
20,000
|
US$8.93
|
N/A
|
Open Market
|
|||||
11/20/2015
|
Common Shares
|
60,000
|
US$9.07
|
N/A
|
Open Market
|
|||||
11/20/2015
|
Common Shares
|
10,000
|
US$9.19
|
N/A
|
Open Market
|
|||||
10/26/2015
|
Exercise of American Style Put Option (short position)
|
2,500
|
US$20.00
|
N/A
|
Open Market
|
|||||
11/20/2015
|
American Style Put Option (closing out prior short position)
|
17,500
|
US$20.00
|
11/20/2015
|
Open Market
|
|||||
11/20/2015
|
Expiration of American Style Listed Call Option (long position)
|
(40,000)
|
N/A
|
N/A
|
Open Market
|
|||||
12/10/2015
|
Common Shares
|
100,000
|
C$10.86
|
N/A
|
Open Market
|
|||||
12/15/2015
|
Common Shares
|
185,000
|
C$10.39
|
N/A
|
Open Market
|
|||||
12/16/2015
|
Common Shares
|
15,000
|
C$10.98
|
N/A
|
Open Market
|
|||||
12/16/2015
|
Common Shares
|
40,000
|
C$11.31
|
N/A
|
Open Market
|
|||||
12/04/2015
|
Common Shares
|
10,000
|
C$11.16
|
N/A
|
Open Market
|
|||||
12/10/2015
|
Common Shares
|
5,000
|
US$7.93
|
N/A
|
Open Market
|
|||||
12/04/2015
|
Common Shares
|
10,000
|
C$11.16
|
N/A
|
Open Market
|
|||||
12/10/2015
|
Common Shares
|
5,000
|
US$7.93
|
N/A
|
Open Market
|
|||||
12/04/2015
|
Common Shares
|
10,000
|
C$11.16
|
N/A
|
Open Market
|
|||||
12/10/2015
|
Common Shares
|
5,000
|
US$7.93
|
N/A
|
Open Market
|
|||||
12/04/2015
|
Common Shares
|
10,000
|
C$11.16
|
N/A
|
Open Market
|
|||||
12/10/2015
|
Common Shares
|
5,000
|
US$7.93
|
N/A
|
Open Market
|
|||||
12/17/2015
|
Common Shares
|
50,000
|
C$11.55
|
N/A
|
Open Market
|
Date of
Transaction |
|
Security
|
|
Amount of
Securities Bought (Sold)* |
|
Unit Cost**
|
|
Expiration Date
|
|
Where and How
Effected |
11/17/2015
|
Common Shares
|
3,000
|
C$11.67
|
N/A
|
Open Market
|
|||||
11/19/2015
|
American Style Listed Call Option
|
10,000
|
US$7.50
|
05/20/2016
|
Open Market
|
|||||
11/19/2015
|
Common Stock
|
(1,500)
|
C$12.17
|
N/A
|
Open Market
|
|||||
11/30/2015
|
American Style Listed Call Option
|
50,000
|
US$12.50
|
05/20/2016
|
Open Market
|
Date of
Transaction |
|
Security
|
|
Amount of
Securities Bought (Sold)* |
|
Unit Cost**
|
|
Expiration Date
|
|
Where and How
Effected |
12/08/2015
|
American Style Listed Call Option
|
3,700
|
US$12.50
|
05/20/2016
|
Open Market
|
|||||
12/08/2015
|
American Style Listed Call Option
|
3,000
|
US$10.00
|
05/20/2016
|
Open Market
|
|||||
12/08/2015
|
American Style Listed Call Option
|
17,800
|
US$10.00
|
05/20/2016
|
Open Market
|
|||||
12/9/2015
|
American Style Listed Call Option
|
5,000
|
US$12.50
|
05/20/2016
|
Open Market
|
|||||
12/9/2015
|
American Style Listed Call Option
|
300
|
US$12.50
|
05/20/2016
|
Open Market
|
|||||
12/9/2015
|
American Style Listed Call Option
|
2,400
|
US$12.50
|
05/20/2016
|
Open Market
|
|||||
12/9/2015
|
American Style Listed Call Option
|
10,000
|
US$10.00
|
02/19/2016
|
Open Market
|
|||||
12/10/15
|
American Style Listed Call Option
|
13,900
|
US$12.50
|
05/20/2016
|
Open Market
|
|||||
12/10/15
|
American Style Listed Call Option
|
10,000
|
US$7.50
|
05/20/2016
|
Open Market
|
|||||
12/10/15
|
American Style Listed Call Option
|
14,000
|
US$7.50
|
02/19/2016
|
Open Market
|
|||||
12/15/2015
|
American Style Listed Call Option
|
10,000
|
US$10.00
|
05/20/2016
|
Open Market
|
|||||
12/15/2015
|
Common Stock
|
3,000
|
C$10.10
|
N/A
|
Open Market
|
Date of
Transaction |
|
Security
|
|
Amount of
Securities Bought (Sold) |
|
Unit Cost
|
|
Expiration Date
|
|
Where and How
Effected |
11/23/2015
|
Common Shares
|
21,300
|
US$8.61
|
N/A
|
Open Market
|
|||||
11/20/2015
|
Common Shares
|
10,000
|
US$9.19
|
N/A
|
Open Market
|
|||||
11/19/2015
|
Common Shares
|
20,000
|
US$8.93
|
N/A
|
Open Market
|
|||||
11/17/2015
|
Common Shares
|
10,000
|
US$8.76
|
N/A
|
Open Market
|
|||||
11/13/2015
|
Common Shares
|
50,000
|
US$9.20
|
N/A
|
Open Market
|
|||||
11/13/2015
|
Common Shares
|
48,600
|
US$9.60
|
N/A
|
Open Market
|
|||||
11/11/2015
|
Common Shares
|
10,000
|
US$9.41
|
N/A
|
Open Market
|
|||||
11/10/2015
|
Common Shares
|
56,500
|
US$9.87
|
N/A
|
Open Market
|
|||||
11/06/2015
|
Common Shares
|
20,000
|
US$10.57
|
N/A
|
Open Market
|
|||||
11/05/2015
|
Common Shares
|
70,000
|
US$10.75
|
N/A
|
Open Market
|
|||||
10/29/2015
|
Common Shares
|
(25,000)
|
US$10.52
|
N/A
|
Open Market
|
|||||
10/28/2015
|
Common Shares
|
1,600
|
US$10.99
|
N/A
|
Open Market
|
|||||
10/27/2015
|
Common Shares
|
139,000
|
US$10.99
|
N/A
|
Open Market
|
|||||
10/20/2015
|
Common Shares
|
44,000
|
US$10.88
|
N/A
|
Open Market
|
K2 & Associates Investment Management Inc.
2 Bloor Street West, Suite 801
Toronto, ON M4W 3E2
|
— | corporate governance; |
— | overall business strategy; |
— | business performance; |
— | capital allocation priorities; |
— | project priorities; |
— | cost containment; |
— | diamond marketing; |
— | compensation policies and practices; |
— | corporate disclosure practices; and |
— | shareholder engagement. |
A. | each of Evans, K2, McLean, Pacific World, ECP and Tognetti (each, a “Shareholder” and together, the “Shareholders”), or one of its or his affiliates as the case may be, is the registered owner and/or “beneficial owner” (within the meaning of Rule 13d-3 under the Exchange Act (as defined below)) of that number of issued and outstanding common shares (“Subject Shares”) in the capital of Dominion Diamond Corporation (the “Company”), a corporation existing under the federal laws of Canada, set forth on the form of Schedule 13D attached to this Agreement; and |
B. | subject to Section 1.2, below, the Shareholders wish to confirm their agreement to coordinate certain of their efforts with respect to (i) the purchase and sale of Subject Shares and/or options or other derivative securities that constitute or may by their terms |
Section 1.1 | Coordinated Activities |
(a) | the making, revising or withdrawing of any proposals to the Company regarding the conduct of its business, corporate governance matters, corporate transactions or otherwise; |
(b) | the admission or withdrawal of any additional members of the group being formed hereby; |
(c) | whether to run a proxy contest involving the Company and the selection and nomination of individuals to serve as directors of the Company for such proxy contest; and |
(d) | the conduct of any litigation or investigation to the extent the same relates to the group conduct of the Shareholders, provided that in the case of this clause (d), the conduct of any litigation or investigation that would not materially affect one of the Shareholders shall not require the agreement of such Shareholder, to the extent decisions regarding such conduct do not adversely affect the interests of such Shareholder. |
Section 1.2 | Affiliates |
Section 2.1 | General Covenants of the Shareholders |
(a) | if required in order to undertake any action agreed to be taken by the Shareholders, it shall promptly cause any Subject Shares held in beneficial form through a broker or other intermediary on behalf of the Shareholder to be registered in physical form directly in the name of the Shareholder; |
(b) | any Securities acquired by any Shareholder or any of its or his affiliates subsequent to the date hereof, on the open market, by private agreement or otherwise, shall be deemed to be subject to the terms hereof and each Shareholder shall give notice in writing to counsel to the Shareholders (and each other Shareholder, upon request) on the date such Securities are acquired; |
(c) | not to (and to cause its or his affiliates not to) directly or indirectly (i) sell, transfer, assign, grant a participation interest in, pledge, hypothecate, grant security interest in or otherwise convey or encumber (each, a “Transfer”), or enter into any agreement or other arrangement with respect to the Transfer of, any of its Securities to any person, or (ii) grant any proxies or power of attorney, deposit any of its Securities into any voting trust or enter into any voting arrangement, whether by proxy, voting agreement or otherwise, with respect to its Securities, other than pursuant to this Agreement. The intent of this Section 2.1(c) is that the Shareholders and its or his affiliates will not reduce their economic interest in the Company without the consent of the other Shareholders; |
(d) | at any meeting of shareholders of the Company called to vote upon the election of directors of the Company or at any adjournment or postponement thereof or in any other circumstances upon which a vote, consent or other approval (including by written consent in lieu of a meeting) with respect to the election of directors of the Company is sought, each Shareholder shall cause its Subject Shares to be counted as present for purposes of establishing quorum and shall vote (or cause to be voted) its Subject Shares as may be agreed upon by the Shareholders from time to time, and in any event it shall vote (i) in favour of any nominee for election chosen by the Shareholders and against any nominee for election not chosen by the Shareholders; and (ii) against any matter that could reasonably be expected to delay, prevent, impede or frustrate the matters contemplated by this Agreement; and |
(e) | it shall notify the other Shareholders immediately if it becomes aware of any undisclosed “material facts” and/or “material changes”, as such terms are defined under applicable securities laws, in respect of the Company and its outstanding securities, including the Subject Shares. |
Section 2.2 | Filing Obligations |
(a) | is aware of its obligations with respect to early warning, insider reporting and other applicable securities law filings, including without limitation, the requirement in certain circumstances for each Shareholder to issue and file a press release and early warning report in accordance with Multilateral Instrument 62-104 Take-Over Bids and Issuer Bids and report its ownership of securities on The System for Electronic Disclosure by Insiders (SEDI) in accordance with National Instrument 55-104 – Insider Reporting Requirements and Exemptions and requirements to file a Schedule 13D and applicable amendments thereto in accordance with the requirements of the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (the “Exchange Act”); |
(b) | shall provide counsel to the Shareholders (and each other Shareholder, upon request), on an ongoing basis, with any information required from it for the preparation and filing of the respective reports and filings required under applicable securities laws, which information shall be current and shall be accurate and complete in all material respects; |
(c) | consents to the disclosure of the information provided in accordance with Section 2.2(b) in any such report; |
(d) | will (i) make all such filings within the required time period or (ii) cause its filing obligations to be satisfied by one or more joint filings as contemplated in clause (e) below; and |
(e) | agrees that any filing contemplated by this Section 2.2 that is being filed jointly by more than one Shareholder shall be made by Evans, provided that each other applicable Shareholder shall be given reasonable opportunity to review and comment on each such filing, and the content of each such filing relating to such Shareholder shall be reasonably satisfactory to such Shareholder. |
Section 3.1 | Representations and Warranties |
(a) | Formation; Capacity; Authorization. If the Shareholder is a corporation, the Shareholder is a corporation duly incorporated and validly existing under the laws noted on the face page hereof; it has the requisite corporate power and capacity and has received all requisite approvals to execute and deliver this Agreement and to perform its obligations hereunder. If the Shareholder is a limited partnership, the Shareholder is a limited partnership duly formed and validly existing under the laws noted on the face page hereof; it has the requisite corporate power and capacity and |
(b) | Enforceable. This Agreement has been duly executed and delivered by the Shareholder and constitutes a legal, valid and binding obligation, enforceable against the Shareholder in accordance with its terms, subject to bankruptcy, insolvency and other similar laws affecting creditors’ rights generally, and to general principles of equity; |
(c) | Ownership of Shares and Other Securities. The Shareholder’s beneficial ownership of Subject Shares and other Securities is in the forms and amounts set forth in the draft Schedule 13D attached hereto. The Shareholder does not directly or indirectly control or direct, or own or have any registered or beneficial interest in, any other securities of the Company. The Shareholder is the registered and/or beneficial owner of the Subject Shares and other Securities set forth in the draft Schedule 13D attached hereto, with good and marketable title thereto, free and clear of any and all liens. |
(d) | No Undisclosed Material Information. The Shareholder is not in possession of any undisclosed “material facts” and/or “material changes”, as such terms are defined under applicable securities laws, with respect to the Company and/or its outstanding securities, including the Subject Shares; |
(e) | No Breach. Neither the execution and delivery of this Agreement, the consummation of the transactions contemplated hereby nor the compliance by the Shareholder with any of the provisions hereof will: |
(i) | result in any breach of, or constitute a default (or an event which with notice or lapse of time or both would become a default) (or give rise to any third party right of termination, cancellation, material modification, acceleration, purchase or right of first refusal) under any provision of the certificate of incorporation, articles, by-laws or any other constating document of the Shareholder, or under any of the terms, conditions or provisions of any note, loan agreement, bond, mortgage, indenture, contract, license, agreement, lease, permit or other instrument or obligation to which the Shareholder is a party or by which the Shareholder or any of its properties or assets (including the Subject Shares) may be bound, |
(ii) | require on the part of the Shareholder any filing with (other than pursuant to the requirements of applicable securities laws set forth in Section 2.2) or permit, authorization, consent or approval of, any governmental authority or any other person, except for any such filings, permits, authorizations, consents or approvals that have been obtained or made; or |
(iii) | violate or conflict with any judgement, order, notice, decree, statute, law, ordinance, rule or regulation applicable to the Shareholder or any of its properties or assets, |
(f) | No Agreements. No person has any agreement or option, or any right or privilege (whether by law, pre-emptive or contractual) capable of becoming an agreement or option, for the purchase, acquisition or Transfer of any of the Subject Shares beneficially owned by the Shareholder, or any interest therein or right thereto, except pursuant to this Agreement; |
(g) | Voting. The Shareholder has the sole and exclusive right to enter into this Agreement and to vote the Subject Shares as contemplated herein. None of the Shareholder’s Subject Shares is subject to any proxy, power of attorney, attorney-in-fact, voting trust, vote pooling or other agreement with respect to the right to vote, call meetings of shareholders or give consents or approvals of any kind; |
(h) | Consents. No consent, approval, order or authorization of, or declaration or filing with, any governmental authority or other person is required to be obtained by the Shareholder in connection with the execution, delivery or performance of this Agreement; and |
(i) | Legal Proceedings. There are no legal proceedings in progress or pending before any Governmental Authority or, to the knowledge of the Shareholder, threatened against the Shareholder or any judgment, decree or order against the Shareholder that would adversely affect in any material manner the ability of the Shareholder to enter into this Agreement and to perform its obligations hereunder or the title of the Shareholder to any of the Subject Shares. |
Section 4.1 | Expenses |
Section 5.1 | Authorized Spokespersons |
(a) | Unless otherwise agreed to in writing, only Evans, McLean and Mr. Josef Vejvoda of K2 are authorized to undertake discussions with the Company, make public oral statements, and initiate contact with analysts, the media and other investors in connection with the matters contemplated by this Agreement. |
(b) | Each Shareholder agrees to consult with the others prior to undertaking discussions with the Company, making public oral statements, and initiating contact with analysts, the media and other investors with respect to matters contemplated by this Agreement. |
(c) | Each Shareholder agrees to promptly inform the other Shareholders of any discussions or contact with the Company. |
Section 5.2 | Disclosure and Public Filing |
Section 6.1 | Termination |
Section 6.2 | Effect of Termination |
Section 7.1 | Further Assurances |
Section 7.2 | Time |
Section 7.3 | Governing Law |
Section 7.4 | No partnership, etc. |
Section 7.5 | Entire Agreement |
Section 7.6 | Amendments |
Section 7.7 | Severability |
Section 7.8 | Assignment |
Section 7.9 | Survival |
Section 7.10 | Notices |
Section 7.11 | Specific Performance |
Section 7.12 | Liability |
Section 7.13 | Counterparts |
PATRICK CHARLES EVANS
|
||||
By:
|
/s/ Patrick Charles Evans | |||
Name:
|
Patrick Charles Evans | |||
EXPLORATION CAPITAL PARTNERS 1998-B LIMITED PARTNERSHIP,
by its general partner, RESOURCE CAPITAL INVESTMENTS CORP.
|
||||
By:
|
/s/ Arthur Richards Rule IV | |||
Name:
|
Arthur Richards Rule IV | |||
Title:
|
President | |||
K2 & ASSOCIATES INVESTMENT MANAGEMENT INC.
|
||||
By:
|
/s/ Shawn Kimel | |||
Name:
|
Shawn Kimel | |||
Title:
|
President | |||
KYLE JASON MCLEAN
|
||||
By:
|
/s/ Kyle Jason McLean | |||
Name:
|
Kyle Jason McLean | |||
PACIFIC WORLD ENERGY LTD.
|
||||
By:
|
/s/ Carlo Civelli | |||
Name:
|
Carlo Civelli | |||
Title:
|
Director | |||
JOHN PAUL TOGNETTI
|
||||
By:
|
/s/ John Paul Tognetti | |||
Name:
|
John Paul Tognetti |