| Item 1. | |
| (a) | Name of issuer:
Sunshine Silver Mining & Refining Co |
| (b) | Address of issuer's principal executive offices:
2209 Big Creek Road, Kellogg, Idaho 83837 |
| Item 2. | |
| (a) | Name of person filing:
(i) Ospraie Real Assets Fund LP ("ORA Fund")
(ii) Ospraie Real Assets GP LLC, the general partner of ORA Fund
(iii) Ospraie Management, LLC, the investment manager of ORA Fund
(iv) Ospraie Holding I, L.P., the managing member of Ospraie Management, LLC
(v) Ospraie Management, Inc., the general partner of Ospraie Holding I, L.P.
(vi) Dwight Anderson, the managing member of Ospraie Real Assets GP LLC and the sole owner of Ospraie Management Inc.
The foregoing persons are sometimes collectively referred to herein as the "Reporting Persons."
Neither the filing of this Schedule 13G nor any of its contents shall be deemed to constitute an admission that any of Ospraie Real Assets GP LLC, Ospraie Management, LLC, Ospraie Holding I, L.P., Ospraie Management, Inc. or Dwight Anderson is the beneficial owner of any of the securities of the Issuer referred to herein that are held directly by ORA Fund for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, or for any other purpose, except to the extent of his or its respective pecuniary interest therein, if any, and such beneficial ownership is expressly disclaimed. |
| (b) | Address or principal business office or, if none, residence:
Ospraie Real Assets Fund LP, 411 Theodore Fremd Avenue, Suite 240, Rye, NY 10580
Ospraie Real Assets GP LLC, 411 Theodore Fremd Avenue, Suite 240, Rye, NY 10580
Ospraie Management, LLC, 411 Theodore Fremd Avenue, Suite 240, Rye, NY 10580
Ospraie Holding I, L.P., 411 Theodore Fremd Avenue, Suite 240, Rye, NY 10580
Ospraie Management, Inc., 411 Theodore Fremd Avenue, Suite 240, Rye, NY 10580
Dwight Anderson, 411 Theodore Fremd Avenue, Suite 240, Rye, NY 10580 |
| (c) | Citizenship:
Ospraie Real Assets Fund LP - Delaware
Ospraie Real Assets GP LLC - Delaware
Ospraie Management, LLC - Delaware
Ospraie Holding I, L.P. - Delaware
Ospraie Management, Inc. - Delaware
Dwight Anderson - United States |
| (d) | Title of class of securities:
Common Stock, par value $0.001 per share |
| (e) | CUSIP No.:
|
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
|
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
|
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
|
| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
|
| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
|
| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
|
| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
|
| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
|
| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
|
| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
|
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
|
| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
The information in rows 5 through 9 and 11 on the cover pages to this Schedule 13G, including the footnotes thereto, is hereby incorporated by reference.
24,842,328 |
| (b) | Percent of class:
17.3% |
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
0
|
| | (ii) Shared power to vote or to direct the vote:
24,842,328
|
| | (iii) Sole power to dispose or to direct the disposition of:
0
|
| | (iv) Shared power to dispose or to direct the disposition of:
24,842,328
|
| Item 5. | Ownership of 5 Percent or Less of a Class. |
| |
Not Applicable
|
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
| |
Not Applicable
|
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
| |
Not Applicable
|
| Item 8. | Identification and Classification of Members of the Group. |
| |
Not Applicable
|
| Item 9. | Notice of Dissolution of Group. |
| |
Not Applicable
|
Rule 13d-1(d)