<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
APEX SILVER MINES LIMITED
--------------------------------------------------------------------
(Name of Issuer)
Ordinary Shares, $.01 par value
- --------------------------------------------------------------------------------
(Title of Class of Securities)
GO474 10 3
- --------------------------------------------------------------------------------
(CUSIP Number)
Stephen R. Nelson, Esq.
Moore Capital Management, Inc.
1251 Avenue of the Americas
New York, New York
10020
(212) 782-7102
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 8, 1998
- --------------------------------------------------------------------------------
(Date of Event which Requires Filing this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
<PAGE>
SCHEDULE 13D
CUSIP No. GO474 10 3
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Moore Capital Management, Inc.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
Not Applicable 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
Connecticut
7. SOLE VOTING POWER
None
8. SHARED VOTING POWER
NUMBER OF
SHARES 1,914,860
BENEFICIALLY
OWNED BY
EACH 9. SOLE DISPOSITIVE POWER
REPORTING
PERSON None
WITH
10. SHARED DISPOSITIVE POWER
1,914,860
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,914,860
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.9%
14. YPE OF REPORTING PERSON*
CO, IA
2
<PAGE>
SCHEDULE 13D
CUSIP No. GO474 10 3
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Louis M. Bacon
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
Not Applicable 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
U.S.
7. SOLE VOTING POWER
None
8. SHARED VOTING POWER
NUMBER OF
SHARES 2,397,500
BENEFICIALLY
OWNED BY
EACH 9. SOLE DISPOSITIVE POWER
REPORTING
PERSON None
WITH
10. SHARED DISPOSITIVE POWER
2,397,500
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,397,500
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.4%
14. TYPE OF REPORTING PERSON*
IN, IA
3
<PAGE>
SCHEDULE 13D
CUSIP No. GO474 10 3
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Moore Global Investments, Ltd.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
Not Applicable a[ ]
b[ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS*
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Bahamas
7. SOLE VOTING POWER
None
8. SHARED VOTING POWER
NUMBER OF
SHARES 1,914,860
BENEFICIALLY
OWNED BY
EACH 9. SOLE DISPOSITIVE POWER
REPORTING
PERSON None
WITH
10. SHARED DISPOSITIVE POWER
1,914,860
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,914,860
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.9%
14. TYPE OF REPORTING PERSON*
CO
4
<PAGE>
This statement amends and supplements the information set forth in the
Schedule 13D filed by the Reporting Persons (as defined therein) with the
Securities and Exchange Commission on December 5, 1997. Capitalized terms used
herein without definition shall have the meaning assigned to such terms in the
Schedule 13D
Item 3. Sources and Amounts of Funds or Other Consideration
The first sentence of Item 3 is revised and amended in its entirety as set
forth below.
MGI and the Fund expended an aggregate of approximately $23,323,750 of
working capital to purchase the 2,397,500 Ordinary Shares held by them.
Item 5. Interest in Securities of the Issuer
Items 5(a) through 5(c) are revised and amended in their entirety as set
forth below
(a)-(b) On the date of this Statement
(i) Mr. Bacon is deemed to have beneficial ownership for purposes of
Section 13(d) of the Securities Exchange Act of 1934 ("Beneficial Ownership") of
2,397,500 Ordinary Shares by virtue of his control of MCM and the general
partner of the Fund. Such shares represent 12.4% of the issued and outstanding
Ordinary Shares. Also by virtue of his control of MCM and the general partner of
the Fund, Mr. Bacon is deemed to share voting power and dispositive power over
the Ordinary Shares held by MGI and the Fund.
5
<PAGE>
(ii) MCM is deemed to have Beneficial Ownership of 1,914,860 Ordinary
Shares by virtue of its position as discretionary investment manager of MGI.
Such shares represent 9.9% of the issued and outstanding Ordinary Shares. MCM is
vested with the power to direct disposition of the Ordinary Shares held by MGI
and shares with MGI and Mr. Bacon voting power over such Ordinary Shares.
(iii) MGI has Beneficial Ownership of 1,914,860 Ordinary Shares held by it.
Such shares represent 9.9% of the issued and outstanding Ordinary Shares. MGI
currently does not exercise dispositive power over such shares but could obtain
such power within 60 days if MGI exercised its right to terminate its trading
advisory agreement with MCM
The percentages used herein are calculated based upon the 19,348,076
Ordinary Shares stated to be issued and outstanding as of March 27, 1998, as
reflected in the Company's Proxy Statement, dated April 15, 1998 relating to the
Annual Meeting of Shareholders scheduled to be held May 14, 1998 (File No.
333-34685).
To the best knowledge of the Reporting Persons, none of the persons named
in Schedule I, other than Mr. Bacon, has or is deemed to have Beneficial
Ownership of the Ordinary Shares.
(c) On May 8, 1998, MGI and the Fund purchased in a private transaction
437,385 and 192,615 Ordinary Shares, respectively, at a price per share of
$10.625. Such purchases were the only transactions effected by the Reporting
Persons with respect to Ordinary Shares within the past 60 days.
6
<PAGE>
Item 6. Contracts, Arrangements, Understandings, or
Relationships with Respect to Securities of the Issuer.
The first paragraph of Item 6 is revised and amended by adding the
following sentence to the end of such first paragraph of Item 6.
In connection with their purchase on May 8, 1998 of additional Ordinary
Shares, MGI and the Fund agreed to be subject to the terms of the Shareholders'
Agreement with respect to such additional Ordinary Shares purchased by them.
7
<PAGE>
Signature
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.
May 12, 1998
MOORE CAPITAL MANAGEMENT, INC.
By: /s/ Stephen R. Nelson
-----------------------------------------
Name: Stephen R. Nelson
Title: Vice President
LOUIS M BACON
By: /s/ Stephen R. Nelson
-----------------------------------------
Stephen R. Nelson
Attorney in Fact
MOORE GLOBAL INVESTMENTS, LTD.
By: /s/ Stephen R. Nelson
-----------------------------------------
Name: Stephen R. Nelson
Title: Attorney in Fact
8