-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TJ6R4iyfT1d29ZWZhjGcO7DJlXu9kY6qLqU9ng7yi3VPOnJHTc6a60iRCVCXD8W8 NT4eS9QDOsXLOtvjE48Rew== 0001062993-08-003468.txt : 20080807 0001062993-08-003468.hdr.sgml : 20080807 20080807144955 ACCESSION NUMBER: 0001062993-08-003468 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080807 DATE AS OF CHANGE: 20080807 GROUP MEMBERS: JOHN BURBANK GROUP MEMBERS: PARTNERS GROUP ALTERNATIVE STRATEGIES PCC GROUP MEMBERS: PASSPORT ADVISORS, LP GROUP MEMBERS: PASSPORT CAPITAL, LLC GROUP MEMBERS: PASSPORT GLOBAL MASTER FUND SPC LTD GROUP MEMBERS: PASSPORT HOLDINGS, LLC GROUP MEMBERS: PASSPORT MATERIALS MASTER FUND, LP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: URANIUM ENERGY CORP CENTRAL INDEX KEY: 0001334933 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS METAL ORES [1090] IRS NUMBER: 980399476 STATE OF INCORPORATION: NV FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-81210 FILM NUMBER: 08998069 BUSINESS ADDRESS: STREET 1: 9801 ANDERSON MILL ROAD CITY: AUSTIN STATE: TX ZIP: 78750 BUSINESS PHONE: 512-721-1022 MAIL ADDRESS: STREET 1: 9801 ANDERSON MILL ROAD CITY: AUSTIN STATE: TX ZIP: 78750 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PASSPORT MANAGEMENT LLC CENTRAL INDEX KEY: 0001228958 IRS NUMBER: 412076095 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: C/O PASSPORT MANAGEMENT, LLC STREET 2: 30 HOTALING PLACE, STE. 300 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: (415) 321-4607 MAIL ADDRESS: STREET 1: C/O PASSPORT MANAGEMENT, LLC STREET 2: 30 HOTALING PLACE, STE. 300 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 FORMER COMPANY: FORMER CONFORMED NAME: PASSPORT HOLDINGS LLC DATE OF NAME CHANGE: 20030424 SC 13G/A 1 sched13ga.htm AMENDMENT NO. 2 TO SCHEDULE 13G Filed by sedaredgar.com - Uranium Energy Corp. - Schedule 13G

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

SCHEDULE 13G

Information Statement Pursuant to Rules 13d-1 and 13d-2
Under the Securities Exchange Act of 1934
(Amendment No. 2)

URANIUM ENERGY CORP.
(Name of Issuer)

Common Shares
(Title of Class of Securities)

916896103
(CUSIP Number)

July 8, 2008
(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 disclosures provided in a prior cover page.

The information required on 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).

     2

CUSIP No. 916896103

1. Name of Reporting Person:

Passport Global Master Fund SPC Ltd for and on behalf of Portfolio A – Global Strategy

2. Check the Appropriate Box if a Member of a Group:

(a) /   /

(b) /X/

3. SEC Use Only

4. Citizenship or Place of Organization: British Virgin Islands

  5. Sole Voting Power: -0-
Number of    
shares    
beneficially 6. Shared Voting Power: 2,569,883 (see Item 4)
owned by    
each    
reporting 7. Sole Dispositive Power: -0-
person    
with:    
  8. Shared Dispositive Power: 2,569,883 (see Item 4)

9. Aggregate Amount Beneficially Owned by Each Reporting Person:

2,569,883

10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:

/   /

11. Percent of Class Represented by Amount in Row (9): 5.55%*

12. Type of Reporting Person: PN
--------------

* Based on 46,319,000 Bloomberg shares listed at 07/31/2008

     3

CUSIP No. 916896103

1. Name of Reporting Person:

Passport Materials Master Fund, LP

2. Check the Appropriate Box if a Member of a Group:

(a) /   /

(b) /X/

3. SEC Use Only

4. Citizenship or Place of Organization: British Virgin Islands

  5. Sole Voting Power: -0-
Number of    
shares    
beneficially 6. Shared Voting Power: 1,400,000 (see Item 4)
owned by    
each    
reporting 7. Sole Dispositive Power: -0-
person    
with:    
  8. Shared Dispositive Power: 1,400,000 (see Item 4)

9. Aggregate Amount Beneficially Owned by Each Reporting Person:

1,400,000

10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:

/   /

11. Percent of Class Represented by Amount in Row (9): 3.02%

12. Type of Reporting Person: PN
--------------

* Based on 46,319,000 Bloomberg shares listed at 07/31/2008

     4

 CUSIP No. 916896103

1. Name of Reporting Person:

Partners Group Alternative Strategies PCC Limited Gold Iota Cell

2. Check the Appropriate Box if a Member of a Group:

(a) /   /

(b) /X/

3. SEC Use Only

4. Citizenship or Place of Organization: British Virgin Islands

  5. Sole Voting Power: -0-
Number of    
shares    
beneficially 6. Shared Voting Power: 84,300 (see Item 4)
owned by    
each    
reporting 7. Sole Dispositive Power: -0-
person    
with:    
  8. Shared Dispositive Power: 84,300 (see Item 4)

9. Aggregate Amount Beneficially Owned by Each Reporting Person:

84,300

10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:

/   /

11. Percent of Class Represented by Amount in Row (9): 0.18%

12. Type of Reporting Person: PN
--------------

* Based on 46,319,000 Bloomberg shares listed at 07/31/2008

     5

CUSIP No. 916896103

1. Name of Reporting Person:

Passport Holdings, LLC

2. Check the Appropriate Box if a Member of a Group:

(a) /   /

(b) /X/

3. SEC Use Only

4. Citizenship or Place of Organization: British Virgin Islands

  5. Sole Voting Power: -0-
Number of    
shares    
beneficially 6. Shared Voting Power: 1,400,000 (see Item 4)
owned by    
each    
reporting 7. Sole Dispositive Power: -0-
person    
with:    
  8. Shared Dispositive Power: 1,400,000 (see Item 4)

9. Aggregate Amount Beneficially Owned by Each Reporting Person:

1,400,000

10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:

/   /

11. Percent of Class Represented by Amount in Row (9): 3.02%

12. Type of Reporting Person: OO
--------------

* Based on 46,319,000 Bloomberg shares listed at 07/31/2008

     6

CUSIP No. 916896103

1. Name of Reporting Person:

Passport Advisors, LP

2. Check the Appropriate Box if a Member of a Group:

(a) /   /

(b) /X/

3. SEC Use Only

4. Citizenship or Place of Organization: British Virgin Islands

  5. Sole Voting Power: -0-
Number of    
shares    
beneficially 6. Shared Voting Power: 1,400,000 (see Item 4)
owned by    
each    
reporting 7. Sole Dispositive Power: -0-
person    
with:    
  8. Shared Dispositive Power: 1,400,000 (see Item 4)

9. Aggregate Amount Beneficially Owned by Each Reporting Person:

1,400,000

10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:

/   /

11. Percent of Class Represented by Amount in Row (9): 3.02%

12. Type of Reporting Person: OO
--------------

* Based on 46,319,000 Bloomberg shares listed at 07/31/2008

     7

CUSIP No. 916896103

1. Name of Reporting Person:

Passport Management, LLC

2. Check the Appropriate Box if a Member of a Group:

(a) /   /

(b) /X/

3. SEC Use Only

4. Citizenship or Place of Organization: Delaware

  5. Sole Voting Power: -0-
Number of    
shares    
beneficially 6. Shared Voting Power: 4,054,183 (see Item 4)
owned by    
each    
reporting 7. Sole Dispositive Power: -0-
person    
with:    
  8. Shared Dispositive Power: 4,054,183 (see Item 4)

9. Aggregate Amount Beneficially Owned by Each Reporting Person:

4,054,183

10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:

/   /

11. Percent of Class Represented by Amount in Row (9): 8.75%

12. Type of Reporting Person: OO
--------------

* Based on 46,319,000 Bloomberg shares listed at 07/31/2008

     8

CUSIP No. 916896103

1. Name of Reporting Person:

Passport Capital, LLC

2. Check the Appropriate Box if a Member of a Group:

(a) /   /

(b) /X/

3. SEC Use Only

4. Citizenship or Place of Organization: Delaware

  5. Sole Voting Power: -0-
Number of    
shares    
beneficially 6. Shared Voting Power: 4,054,183 (see Item 4)
owned by    
each    
reporting 7. Sole Dispositive Power: -0-
person    
with:    
  8. Shared Dispositive Power: 4,054,183 (see Item 4)

9. Aggregate Amount Beneficially Owned by Each Reporting Person:

4,054,183

10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:

/   /

11. Percent of Class Represented by Amount in Row (9): 8.75%

12. Type of Reporting Person: OO
--------------

* Based on 46,319,000 Bloomberg shares listed at 07/31/2008

     9

CUSIP No. 916896103

1. Name of Reporting Person:

John Burbank

2. Check the Appropriate Box if a Member of a Group:

 (a) /   /

(b) /X/

3. SEC Use Only

4. Citizenship or Place of Organization: United States

  5. Sole Voting Power: -0-
Number of    
shares    
beneficially 6. Shared Voting Power: 4,054,183 (see Item 4)
owned by    
each    
reporting 7. Sole Dispositive Power: -0-
person    
with:    
  8. Shared Dispositive Power: 4,054,183 (see Item 4)

9. Aggregate Amount Beneficially Owned by Each Reporting Person:

4,054,183

10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:

/   /

11. Percent of Class Represented by Amount in Row (9): 8.75%

12. Type of Reporting Person: IN
--------------

* Based on 46,319,000 Bloomberg shares listed at 07/31/2008

10

Item 1(a). Name of Issuer:
   
  Uranium Energy Corp. (the “Company”).

Item 1(b). Address of Issuer’s Principal Executive Offices:
   
  9801 ANDERSON MILL ROAD
  AUSTIN TX 78750
  512-721-1022
   
Item 2(a). Name of Persons Filing:
   
  Passport Global Master Fund SPC Ltd for and on behalf of Portfolio A – Global
  Strategy (“Fund I”);
  Passport Materials Master Fund, LP (“Fund II”);
  Partners Group Alternative Strategies PCC Limited Gold Iota Cell (“Fund III”);
  Passport Management, LLC (“Passport Management”);
  Passport Holdings, LLC (“Passport Holdings”);
  Passport Advisors, LP (“Passport Advisors”);
  Passport Capital, LLC (“Passport Capital”); and

John Burbank (“Burbank,” together with Fund I, Fund II, Passport Management, Passport Holdings, Passport Advisors and Passport Capital, the “Reporting Persons”).

   

Burbank is the sole managing member of Passport Capital; Passport Capital is the sole managing member of Passport Holdings and Passport Management. Passport Holdings is the General Partner to Passport Advisors, LP which is the General Partner to Fund II. Passport Management is the investment manager to Fund I and Fund II and the Trading Advisor to Fund III. As a result, each of Passport Management, Passport Capital and Burbank may be considered to share the power to vote or direct the vote of, and the power to dispose or direct the disposition of, the Shares owned of record by Fund I and Fund III, and each of Passport Management, Passport Holdings, Passport Advisors, Passport Capital and Burbank may be considered to share the power to vote or direct the vote of, and the power to dispose or direct the disposition of, the Shares owned of record by Fund II. This statement on Schedule 13G shall not be construed as an admission that any of the Reporting Persons (other than Fund I, Fund II, and Fund III) is the beneficial owner of the securities covered by this statement.

   
Item 2(b). Address of Principal Business Office:
   
  For each Reporting Person:
   
  PASSPORT CAPITAL, LLC
  30 HOTALING PLACE SUITE 300
  SAN FRANCISCO, CA 94111
   
Item 2(c). Citizenship:
   
  See row 4 of each Reporting Persons’ respective cover page.

11

Item 2(d). Title of Class of Securities:
   
  Common Shares of the Company (the “Common Shares”)

Item 2(e). CUSIP Number:
   
  916896103
   
Item 3. Not applicable.
   
Item 4. Ownership.

  (a)

Amount beneficially owned:

     
 

See Item 9 of each Reporting Persons’ respective cover page.

     
  (b)

Percent of class:

     
 

See Item 11 of each Reporting Persons’ respective cover page.

     
  (c)

Number of shares for which each Reporting Person has sole or shared voting on disposition:

     
 

See Items 5-8 of each Reporting Persons’ respective cover page.


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.
   
  Not Applicable.
   

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported 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 a 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 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.


12

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: August 5, 2008

PASSPORT GLOBAL MASTER FUND SPC LTD FOR AND ON BEHALF OF PORTFOLIO A – GLOBAL STRATEGY

  By:  /s/ JOHN BURBANK
    John Burbank
    Director

PASSPORT MATERIALS MASTER FUND, LP

  By: PASSPORT ADVISORS, LP
    as General Partner
     
     
  By: PASSPORT HOLDINGS, LLC
    as General Partner
     
     
  By: PASSPORT CAPITAL, LLC,
    as Managing Member
     
     
  By:  /s/ JOHN BURBANK
    John Burbank,
    Managing Member

PARTNERS GROUP ALTERNATIVE STRATEGIES PCC LIMITED – GOLD IOTA CELL

  By: PASSPORT MANAGEMENT, LLC
    as Trading Advisor
     
     
  By: PASSPORT CAPITAL, LLC,
    as Managing Member

  By: /s/ JOHN BURBANK
           John Burbank,
           Managing Member

     13

PASSPORT ADVISORS, LP

  By: PASSPORT HOLDINGS, LLC
    as General Partner
     
     
  By: PASSPORT CAPITAL, LLC,
    as Managing Member
     
     
  By:  /s/ JOHN BURBANK
    John Burbank,
    Managing Member

PASSPORT HOLDINGS, LLC

  By: PASSPORT CAPITAL, LLC,
    as Managing Member
     
     
  By:    /s/ JOHN BURBANK
    John Burbank,
    Managing Member

PASSPORT MANAGEMENT, LLC

  By: PASSPORT CAPITAL, LLC,
    as Managing Member
     
     
  By:    /s/ JOHN BURBANK
    John Burbank,
    Managing Member

PASSPORT CAPITAL, LLC

  By:  /s/ JOHN BURBANK
    John Burbank,
    Managing Member

   /s/ JOHN BURBANK
  John Burbank

14  

   Exhibit 1

JOINT FILING AGREEMENT

          In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them the statement on Schedule 13G to which this agreement is attached as an exhibit.

          The undersigned further agree that each party hereto is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such party contained therein; provided, however, that no party is responsible for the completeness or accuracy of the information concerning any other party making the filing, unless such party knows or has reason to believe that such information is inaccurate.

          IN WITNESS WHEREOF, the parties have executed this Joint Filing Agreement on August 5, 2008.

PASSPORT GLOBAL MASTER FUND SPC LTD FOR AND ON BEHALF OF PORTFOLIO A – GLOBAL STRATEGY

  By:  /s/ JOHN BURBANK
    John Burbank
    Director

PASSPORT MATERIALS MASTER FUND, LP

  By: PASSPORT ADVISORS, LP
    as General Partner
     
     
  By: PASSPORT HOLDINGS, LLC
    as General Partner
     
     
  By: PASSPORT CAPITAL, LLC,
    as Managing Member
     
     
  By:  /s/ JOHN BURBANK
    John Burbank,
    Managing Member

15

PARTNERS GROUP ALTERNATIVE STRATEGIES PCC LIMITED – GOLD IOTA CELL

  By: PASSPORT MANAGEMENT, LLC
    as Trading Advisor
     
     
  By: PASSPORT CAPITAL, LLC,
    as Managing Member

  By: /s/ JOHN BURBANK
           John Burbank,
           Managing Member

PASSPORT ADVISORS, LP

  By: PASSPORT HOLDINGS, LLC
    as General Partner
     
     
  By: PASSPORT CAPITAL, LLC,
    as Managing Member
     
     
  By:  /s/ JOHN BURBANK
    John Burbank,
    Managing Member

PASSPORT HOLDINGS, LLC

  By: PASSPORT CAPITAL, LLC,
    as Managing Member
     
     
  By:    /s/ JOHN BURBANK
    John Burbank,
    Managing Member

PASSPORT MANAGEMENT, LLC

  By: PASSPORT CAPITAL, LLC,
    as Managing Member

16

  By:  /s/ JOHN BURBANK
    John Burbank,
    Managing Member


PASSPORT CAPITAL, LLC

  By:  /s/ JOHN BURBANK
    John Burbank,
    Managing Member

 


 

   /s/ JOHN BURBANK
  John Burbank

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