0000945621-15-000042.txt : 20150210 0000945621-15-000042.hdr.sgml : 20150210 20150210144735 ACCESSION NUMBER: 0000945621-15-000042 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150210 DATE AS OF CHANGE: 20150210 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: US GEOTHERMAL INC CENTRAL INDEX KEY: 0001172136 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 841472231 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-83831 FILM NUMBER: 15593171 BUSINESS ADDRESS: STREET 1: 390 E. PARK CENTER BLVD, STREET 2: SUITE 250 CITY: BOISE STATE: ID ZIP: 83706 BUSINESS PHONE: 208-424-1027 MAIL ADDRESS: STREET 1: 390 E. PARK CENTER BLVD, STREET 2: SUITE 250 CITY: BOISE STATE: ID ZIP: 83706 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: AGF INVESTMENTS INC. CENTRAL INDEX KEY: 0001157765 IRS NUMBER: 000000000 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: TORONTO-DOMINION BANK TOWER STREET 2: 66 WELLINGTON STREET WEST, 31ST FLOOR CITY: TORONTO STATE: A6 ZIP: M5K 1E9 BUSINESS PHONE: 416-367-1900 MAIL ADDRESS: STREET 1: TORONTO-DOMINION BANK TOWER STREET 2: 66 WELLINGTON STREET WEST, 31ST FLOOR CITY: TORONTO STATE: A6 ZIP: M5K 1E9 FORMER COMPANY: FORMER CONFORMED NAME: AGF FUNDS INC DATE OF NAME CHANGE: 20010820 SC 13G/A 1 usgeothermal13g123114.htm AMENDMENT NO. 1 TO SCHEDULE 13G usgeothermal13g123114.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G
(Rule 13d-102)

Under the Securities Exchange Act of 1934
(Amendment No. 1)*


 
 
U.S. Geothermal Inc.
(Name of Issuer)
 
Common Stock
(Title of Class of Securities)
 
56270F
(CUSIP Number)
 
December 31, 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)
   
  X
   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).

 
 

 


CUSIP  56270F
 
Page 2 of 7 Pages

1
NAMES OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
AGF Management 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
 
Ontario CANADA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
0
 
6
SHARED VOTING POWER
 
5,203,762
 
7
SOLE DISPOSITIVE POWER
 
0
 
8
SHARED DISPOSITIVE POWER
 
5,203,762
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
5,203,762
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
 
Not Applicable
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
 
4.9%
12
TYPE OF REPORTING (SEE INSTRUCTIONS)
 
OO


 
 

 


CUSIP  56270F
 
Page 3 of 7 Pages

1
NAMES OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
AGF Investments Inc.
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
 
Ontario CANADA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
0
 
6
SHARED VOTING POWER
 
5,203,762
 
7
SOLE DISPOSITIVE POWER
 
0
 
8
SHARED DISPOSITIVE POWER
 
5,203,762
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
5,203,762
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
 
Not Applicable
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
 
4.9%
12
TYPE OF REPORTING (SEE INSTRUCTIONS)
 
CO

 
 

 


CUSIP  56270F
 
Page 4 of 7 Pages

 
Item 1(a).
Name of Issuer:    U.S. Geothermal Inc.
 
Item 1(b).
Address of Issuer’s Principal Executive Offices:
 
1509 Tyrell Lane, Suite B
Boise, Idaho 83706
 
Item 2(a).
Name of Person(s) Filing:
 
AGF Management Limited
AGF Invetments Inc.
 
Item 2(b).
Address of Principal Business Office or, if None, Residence:
 
Toronto-Dominion Bank Tower
66 Wellington Street West, 31st Floor
Toronto, Ontario M5K 1E9
 
Item 2(c).
Citizenship:
 
Candian
 
Item 2(d).
Title of Class of Securities:
 
Common Stock
 
Item 2(e).
CUSIP Number:
 
56270F
 
Item 3.
If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
 
(a)       o       Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
(b)       o       Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c)       o       Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d)       o       Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
(e)       o       An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
(f)       o       An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
(g)       x     A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)       o       A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)       o       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)       o       Group, in accordance with §240.13d-1(b)(1)(ii)(J).


 
 

 


CUSIP  56270F
 
Page 5 of 7 Pages

   
Item 4.
Ownership:
 
   
(a)
Amount beneficially owned:  5,203,762
 
 
   
(b)
Percent of class:  4.9%
 
 
    (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: 5,203,762
 
 
       
(iii)  Sole power to dispose or to direct the disposition of:  0
 
 
       
(iv)  Shared power to dispose or to direct the disposition of:   5,203,762
 
 
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 5% of the class of securities, check the following: [X]
 
Item 6.
Ownership of More than Five 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:
 
See "Exhibit A"
 
Item 8.
Identification and Classification of Members of the Group:
 
Not Applicable
   
Item 9.
Notice of Dissolution of Group:
 
Not Applicable


 
 

 


CUSIP  56270F
 
Page 6 of 7 Pages

Item 10.
Certification:
(b) the following certification shall be included if the statement is filed pursuant to Rule 13d-1(c):
 
 
          By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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 the knowledge and belief of the undersigned, the undersigned certifies that the information set forth in this statement is true, complete and correct.
 

 
 
 
 
     
   February 10, 2015  
    Date
 
   
 
   /s/ Jacqueline Sanz  
  Signature  
     
 
Jacqueline Sanz, Vice President, Corporate Compliance and Oversight, Chief Privacy Officer
 
    Name/Title
 
   
 

 


 
 

 


 
CUSIP  56270F
 
Page 7 of 7 Pages
 
Exhibit A
 
 
 
AGF Management Limited
(100% directly or indirectly)
=
=
=
=
AGF Investments Inc.