0001193125-12-060452.txt : 20120214 0001193125-12-060452.hdr.sgml : 20120214 20120214152755 ACCESSION NUMBER: 0001193125-12-060452 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20120214 DATE AS OF CHANGE: 20120214 GROUP MEMBERS: FRANK E. HOLMES GROUP MEMBERS: U.S. GLOBAL INVESTORS WORLD PRECIOUS MINERALS FUND SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ROCHESTER RESOURCES LTD CENTRAL INDEX KEY: 0001099957 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 000000000 STATE OF INCORPORATION: A1 FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-51120 FILM NUMBER: 12608741 BUSINESS ADDRESS: STREET 1: 1090 WEST GEORGIA STREET #1305 CITY: VANCOUVER STATE: A1 ZIP: V6E 3V7 BUSINESS PHONE: 6046859316 MAIL ADDRESS: STREET 1: 1090 W GEORGIA ST #1305 STREET 2: VANCOUVER CITY: BC V6E 3V7 STATE: A1 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: HILTON RESOURCES LTD DATE OF NAME CHANGE: 20040310 FORMER COMPANY: FORMER CONFORMED NAME: HILTON PETROLEUM LTD DATE OF NAME CHANGE: 19991129 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: U S GLOBAL INVESTORS INC CENTRAL INDEX KEY: 0000754811 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 741598370 STATE OF INCORPORATION: TX FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 7900 CALLAGHAN RD CITY: SAN ANTONIO STATE: TX ZIP: 78229 BUSINESS PHONE: 2103081234 MAIL ADDRESS: STREET 1: 7900 CALLAGHAN ROAD CITY: SAN ANTONIO STATE: TX ZIP: 78229 FORMER COMPANY: FORMER CONFORMED NAME: UNITED SERVICES ADVISORS INC /TX/ DATE OF NAME CHANGE: 19950321 SC 13G 1 d300666dsc13g.htm SC 13G SC 13G

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.     )*

 

 

 

ROCHESTER RESOURCES LTD.

(Name of issuer)

 

 

 

COMMON STOCK

(Title of class of securities)

 

77174P102

(CUSIP number)

 

December 31, 2011

(Date of event which requires filing of this statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

x Rule 13d-1(b)

¨ Rule 13d-1(c)

¨ 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

 

CUSIP No. 77174P102

 

 

  (1)   

Names of reporting persons

 

Frank E. Holmes

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ¨        (b)  ¨

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place of organization

 

Canada

Number of

shares

beneficially

owned by

each

reporting

person

with:

  

(5) 

  

Sole voting power

 

7,775,000 shares

  

(6)

  

Shared voting power

 

0

  

(7)

  

Sole dispositive power

 

8,455,000 shares

  

(8)

  

Shared dispositive power

 

0

  (9)

 

Aggregate amount beneficially owned by each reporting person

 

8,455,000 shares

(10)

 

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)    ¨

 

(11)

 

Percent of class represented by amount in Row (9)

 

6.20%

(12)

 

Type of reporting person (see instructions)

 

HC

 


SCHEDULE 13G

 

CUSIP No. 77174P102

 

 

  (1)   

Names of reporting persons

 

U.S. Global Investors, Inc.

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ¨        (b)  ¨

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place of organization

 

Texas

Number of

shares

beneficially

owned by

each

reporting

person

with:

  

(5) 

  

Sole voting power

 

7,775,000 shares

  

(6)

  

Shared voting power

 

0

  

(7)

  

Sole dispositive power

 

8,455,000 shares

  

(8)

  

Shared dispositive power

 

0

  (9)

 

Aggregate amount beneficially owned by each reporting person

 

8,455,000 shares

(10)

 

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)    ¨

 

(11)

 

Percent of class represented by amount in Row (9)

 

6.20%

(12)

 

Type of reporting person (see instructions)

 

IA

 


SCHEDULE 13G

 

CUSIP No. 77174P102

 

 

  (1)   

Names of reporting persons

 

U.S. Global Investors World Precious Minerals Fund

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ¨        (b)  ¨

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place of organization

 

Delaware

Number of

shares

beneficially

owned by

each

reporting

person

with:

  

(5) 

  

Sole voting power

 

7,775,000 shares

  

(6)

  

Shared voting power

 

0

  

(7)

  

Sole dispositive power

 

7,775,000 shares

  

(8)

  

Shared dispositive power

 

0

  (9)

 

Aggregate amount beneficially owned by each reporting person

 

7,775,000 shares

(10)

 

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)    ¨

 

(11)

 

Percent of class represented by amount in Row (9)

 

5.68%

(12)

 

Type of reporting person (see instructions)

 

IC

 


ITEM 1.

 

(a) NAME OF ISSUER:

  Rochester Resources Ltd.

(b) ADDRESS OF ISSUER’S

 

PRINCIPAL EXECUTIVE OFFICES:

  1305-1090 West Georgia
  Vancouver, Ontario
  Canada V6E 3V7

ITEM 2.

 

(a) NAME OF PERSON FILING:

  Frank E. Holmes

(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE

  7900 Callaghan Road

(c) CITIZENSHIP:

  San Antonio, Texas 78229
  Canada

(a) NAME OF PERSON FILING:

  U.S. Global Investors, Inc.

(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE

  7900 Callaghan Road

(c) CITIZENSHIP:

  San Antonio, Texas 78229
  Texas

(a) NAME OF PERSON FILING:

  U.S. Global Investors World Precious Minerals Fund

(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE

  7900 Callaghan Road

(c) CITIZENSHIP:

  San Antonio, Texas 78229
  Delaware

(d) TITLE OF CLASS OF SECURITIES:

 

Common Stock

 

(e) CUSIP NUMBER:

  77174P102

 

ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO 17 CFR §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)    x    Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e)    x    An investment adviser in accordance with 17 CFR 240.13d-1(b)(1) (ii)(E);
(f)    ¨    An employee benefit plan or endowment fund in accordance with 17 CFR §240.13d-1(b)(1)(ii)(F);
(g)    x    A parent holding company or control person in accordance with 17 CFR §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)    ¨    Group, in accordance with 17 CFR §240.13d-1(b)(1)(ii)(J).


ITEM 4. OWNERSHIP.

The responses to Items 5-11 of the respective cover pages of Mr. Holmes, U.S. Global Investors Inc. (“USGI”), and U.S. Global Investors World Precious Minerals Fund (“World Precious Minerals Fund”) are hereby incorporated by reference in response to Items 4(a)-(c).

USGI is the manager of investment accounts that hold in the aggregate 8,455,000 shares. Mr. Holmes is the chief executive officer and controlling shareholder of USGI. The World Precious Minerals Fund holds 7,755,000 shares. The filing of this Schedule 13G shall not be construed as an admission that any reporting person or its affiliates is for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, the beneficial owner of any securities covered by this Section 13G.

 

ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ¨.

 

ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.

See Item 4 above.

 

ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY

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

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.


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.

Dated as of: February 14, 2012.

 

FRANK E. HOLMES

/s/ Frank E. Holmes

(Signature) By: Susan B. McGee, Power of Attorney
 

U.S. GLOBAL INVESTORS, INC.

By:

  Susan B. McGee
  President, General Counsel
 

/s/ Susan B. McGee

(Signature)
 
U.S. GLOBAL INVESTORS FUNDS

By:

  Susan B. McGee
  Executive Vice President, Secretary
 

/s/ Susan B. McGee

(Signature)
EX-99.A 2 d300666dex99a.htm EXHIBIT A Exhibit A

Exhibit A

Joint Filing Agreement

We, the undersigned, hereby express our agreement that the attached Schedule 13G, and any amendments thereto, is filed jointly on behalf of each of us pursuant to Rule 13d-1(k) of the Exchange Act.

Dated as of: February 14, 2012.

 

FRANK E. HOLMES

/s/ Frank E. Holmes

(Signature) By: Susan B. McGee, Power of Attorney
 

U.S. GLOBAL INVESTORS, INC.

By:

  Susan B. McGee
  President, General Counsel
 

/s/ Susan B. McGee

(Signature)
 
U.S. GLOBAL INVESTORS FUNDS

By:

  Susan B. McGee
  Executive Vice President, Secretary
 

/s/ Susan B. McGee

(Signature)