October 24, 2016
VIA EDGAR TRANSMISSION
Securities and Exchange Commission
Division of Corporate Finance
100 F Street N.W.
Washington, D.C. 20549
Re: Thompson Creek Metals Company Inc. and Co-Registrants
Registration Statement on Form S-3; Registration No. 333-194548
Ladies and Gentlemen:
Pursuant to Rule 477 promulgated under the Securities Act of 1933, as amended (the Securities Act), Thompson Creek Metals Company Inc. (Thompson Creek) and the wholly owned subsidiary co-registrants listed on Exhibit A attached hereto (together with Thompson Creek, the Registrants) hereby respectfully request that the Securities and Exchange Commission consent to the withdrawal, effective as of the date hereof or at the earliest practicable date hereafter, of the Registration Statement on Form S-3 (File No. 333-194548) (the Registration Statement), together with all exhibits thereto, that was filed by the Registrants on March 14, 2014 (accession number 0001415020-14-000030) and declared effective on April 18, 2014.
On October 20, 2016, all issued and outstanding common shares of Thompson Creek were acquired by Centerra Gold Inc. (the Acquisition). Following the Acquisition, Thompson Creek intends to remove from registration all of its currently active Securities Act registration statements under which securities were sold or issued, and to withdraw all of its Securities Act registration statements under which no sales were made. The Registrants hereby confirm that no securities have been or will be sold pursuant to the Registration Statement.
If you have any questions with respect to this matter, please contact Anne DeMarco, Esq., General Counsel and Secretary of Thompson Creek, at (303)761-8801, or Amy Bowler, Esq., of Holland & Hart LLP at 303-290-1086.
Sincerely,
/s/ Anne DeMarco |
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Anne DeMarco, Esq. |
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General Counsel and Secretary |
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Thompson Creek Metals Company Inc. |
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cc: Amy Bowler, Esq., Holland & Hart LLP
EXHIBIT A
TABLE OF ADDITIONAL REGISTRANTS(1)
Exact Name of Registrant as Specified in its |
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State or Other Jurisdiction |
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I.R.S. Employer |
Langeloth Metallurgical Company LLC |
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Colorado, USA |
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84-1248486 |
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Thompson Creek Metals Company USA |
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Colorado, USA |
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84-1470141 |
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Thompson Creek Mining Co. |
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Colorado, USA |
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84-1247133 |
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Cyprus Thompson Creek Mining Company |
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Nevada, USA |
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95-2634610 |
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Long Creek Mining Company |
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Nevada, USA |
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84-1248481 |
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Thompson Creek Services ULC |
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British Columbia, Canada |
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N/A |
(1) Mt. Emmons Moly Company, Berg General Partner Corp., and Berg Metals Limited Partnership were dissolved prior to the date hereof. Blue Pearl Mining Inc., Terrane Metals Corp., and Thompson Creek Mining Ltd. were amalgamated into Thompson Creek Metals Company Inc. prior to the date hereof.
(2) The address of each Registrants principal executive offices is 26 West Dry Creek Circle, Suite 810, Littleton, Colorado 80120, and the telephone number is (303) 761-8801.