| Schedule 13G/A Amendment No. 2 | Page 1 of 7 Pages |
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No 2 )*
Gold Resource Corporation
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
38068T105
(CUSIP Number)
July 24, 2014
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
¨ Rule 13d-1(b)
¨ Rule 13d-1(c)
x Rule 13d-1(d)
| * | 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).
| Schedule 13G/A Amendment No. 2 | Page 2 of 7 Pages |
| (1) | Names of reporting persons IRS Identification No. of Above Persons (Entities Only)
Hochschild Mining plc | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
| (3) | SEC use only
| |||||
| (4) | Citizenship or place of organization
England and Wales | |||||
| Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
NONE | ||||
| (6) | Shared voting power
2,176,874 | |||||
| (7) | Sole dispositive power
NONE | |||||
| (8) | Shared dispositive power
2,176,874 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
2,176,874 | |||||
| (10) | Check if the aggregate amount in Row (9) excludes certain shares (see instructions)
Not Applicable. | |||||
| (11) | Percent of class represented by amount in Row 9
4.0% | |||||
| (12) | Type of reporting person (see instructions)
HC, CO | |||||
| Schedule 13G/A Amendment No. 2 | Page 3 of 7 Pages |
| (1) | Names of reporting persons IRS Identification No. of Above Persons (Entities Only)
Hochschild Mining Holdings Limited | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
| (3) | SEC use only
| |||||
| (4) | Citizenship or place of organization
England and Wales | |||||
| Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
NONE | ||||
| (6) | Shared voting power
2,176,874 | |||||
| (7) | Sole dispositive power
NONE | |||||
| (8) | Shared dispositive power
2,176,874 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
2,176,874 | |||||
| (10) | Check if the aggregate amount in Row (9) excludes certain shares (see instructions)
Not Applicable. | |||||
| (11) | Percent of class represented by amount in Row 9
4.0% | |||||
| (12) | Type of reporting person (see instructions)
HC, CO | |||||
| Schedule 13G/A Amendment No. 2 | Page 4 of 7 Pages |
Item 1.
| (a) | Name of issuer: |
Gold Resource Corporation
| (b) | Address of issuer’s principal executive offices: |
2886 Carriage Manor Point
Colorado Springs, CO 80906
Item 2.
| 2(a) | Name of person filing: |
| 2(b) | Address or principal business office or, if none, residence: |
| 2(c) | Citizenship: |
Hochschild Mining plc
Calle La Colonia 180
Urb. El Vivero, Santiago de Surco
Lima, Peru
Public Limited Company incorporated in England and Wales
Hochschild Mining Holdings Limited
Calle La Colonia 180
Urb. El Vivero, Santiago de Surco
Lima, Peru
Private Limited Company incorporated in England and Wales
| 2(d) | Title of class of securities: |
Common Stock
| 2(e) | CUSIP No.: |
38068T105
Item 3.
If this statement is filed pursuant to Rules §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:
Hochschild Mining plc and Hochschild Mining Holdings Limited are each a Parent Holding Company or Control Person, in accordance with §240.13d-1(b)(1)(ii)(G).
| Schedule 13G/A Amendment No. 2 | Page 5 of 7 Pages |
Item 4. Ownership
| a. | Amount beneficially owned: |
See the Cover Pages for each of the Reporting Persons.
| b. | Percent of class |
See the Cover Pages for each of the Reporting Persons.
| c. | Number of shares as to which such person has: |
| i. | Sole power to vote or to direct the vote |
| ii. | Shared power to vote or to direct the vote |
| iii. | Sole power to dispose or to direct the disposition of |
| iv. | Shared power to dispose or to direct the disposition of |
See the Cover Pages for each of the Reporting Persons.
Item 5. Ownership of 5 Percent or Less of a Class.
During the months of May and July, 2014, Hochschild sold 7,275,000 shares of the Issuer’s Common Stock which were held by Hochschild. Accordingly, Hochschild currently holds 2,176,874 shares of the Issuer’s Common Stock (4.0%), and Hochschild’s Schedule 13G reporting obligations with respect to the Issuer’s Common Stock are terminated effective with this filing.
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.
Item 10. Certification.
Not Applicable.
| Schedule 13G/A Amendment No. 2 | Page 6 of 7 Pages |
SIGNATURES
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.
| July 31st, 2014 Date |
July 31st, 2014 Date | |||
| s/ R Bhasin Signature |
s/ R Bhasin Signature | |||
| Raj Bhasin, Company Secretary Name/Title
Hochschild Mining plc |
Raj Bhasin, Company Secretary Name/Title
Hochschild Mining Holdings Limited | |||
Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)
| Schedule 13G/A Amendment No. 2 | Page 7 of 7 Pages |
SCHEDULE 13G/A
EXHIBIT A
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1)
The undersigned persons agree and consent to the joint filing on their behalf of this Schedule 13G/A in connection with their beneficial ownership of the Common Stock of Gold Resource Corporation.
| Hochschild Mining plc | ||||||
| Dated: July 31st, 2014 | s/ R Bhasin | |||||
| By: | Raj Bhasin | |||||
| Title: | Company Secretary | |||||
| Hochschild Mining Holdings Limited | ||||||
| Dated: July 31st, 2014 | s/ R Bhasin | |||||
| By: | Raj Bhasin | |||||
| Title: | Company Secretary | |||||