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SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* ESOF GP Ltd. (Last) (First) (Middle) C/O THE ELECTRUM GROUP LLC 700 MADISON AVENUE, 5TH FLOOR (Street) NEW YORK NY 10065 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 12/31/2015	3. Issuer Name and Ticker or Trading Symbol NovaCopper Inc. [ NCQ ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) X Other (specify below) Possible Member of 10% Group	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Shares	21,630,801	I	By Electrum Strategic Opportunities Fund L.P.(1)(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrants (right to buy)	07/07/2014	07/07/2019	Common Shares	2,760,870	$1.6	I	By Electrum Strategic Opportunities Fund L.P.(1)(2)

1. Name and Address of Reporting Person* ESOF GP Ltd. (Last) (First) (Middle) C/O THE ELECTRUM GROUP LLC 700 MADISON AVENUE, 5TH FLOOR (Street) NEW YORK NY 10065 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) Possible Member of 10% Group

1. Name and Address of Reporting Person* Electrum Strategic Opportunities Fund L.P. (Last) (First) (Middle) C/O THE ELECTRUM GROUP LLC 700 MADISON AVENUE, 5TH FLOOR (Street) NEW YORK NY 10065 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) Possible Member of 10% Group

Explanation of Responses:

1. On December 31, 2015, as part of an internal reorganization, Electrum Global Holdings L.P. ("Global Holdings") contributed 5,608,352 of the Issuer's common shares owned directly by it to Electrum Strategic Opportunities Fund L.P. ("ESOF"), an investment fund managed by The Electrum Group LLC ("TEG Services"). In addition, on the same date, Global Holdings caused Electrum Strategic Resources L.P. ("Electrum Strategic") to contribute to ESOF 16,022,449 of the Issuer's common shares and warrants to purchase 2,760,870 of the Issuer's common shares. Such transactions were previously reported on a Form 4 filed by Global Holdings, Electrum Strategic, Thomas S. Kaplan and the other filers signatory thereto on January 5, 2016.

2. This Form 3 is being filed by the undersigned as well as ESOF. ESOF GP Ltd. is the sole general partner of Electrum Strategic Opportunities Fund GP L.P., the sole general partner of ESOF. In accordance with Instruction 5 (b)(iv) to Form 3, the entire amount of the Issuer's securities held by ESOF 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 its 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.

Remarks:

Please see Joint Filer Information Statement attached as Exhibit 99 hereto.

	/s/ Michael H. Williams	01/11/2016
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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