-----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, GlemKenyJNy4HH44rBkSk3z/dr4QgDEJ2Xp3xk6Gvm0OlMO6ZaFUOWJKRxscTEbo nzT42pQb5dM2049i2iqvDg== 0000906344-07-000506.txt : 20070724 0000906344-07-000506.hdr.sgml : 20070724 20070724154537 ACCESSION NUMBER: 0000906344-07-000506 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070724 DATE AS OF CHANGE: 20070724 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: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-81210 FILM NUMBER: 07996225 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: SPENCER RICHARD S III CENTRAL INDEX KEY: 0001235465 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 200 EVENTH AVENUE STE 105 CITY: SANTA CRUZ STATE: CA ZIP: 95062 MAIL ADDRESS: STREET 1: 200 SEVENTH AVENUE STE 105 CITY: SANTA CRUZ STATE: CA ZIP: 95062 SC 13G/A 1 uran13g1.htm SCHEDULE 13G AMENDMENT 1 RE URANIUM ENERGY CORP 07-19-2007 uran13g1.htm


 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
SCHEDULE 13G
(Rule13d-102)
 
UNDER THE SECURITIES EXCHANGE ACT OF 1934
 
(Amendment No. 1)
 
URANIUM ENERGY CORP.
(Name of Issuer)
 
Common Stock, $.001 par value per share
(Title of Class of Securities)
 
916896103
(CUSIP Number)

July 19, 2007
(Date of Event Which Requires Filing of This Statement)
 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
 
þ
Rule 13d-1(b)
 
 
o
Rule 13d-1(c)
 
 
o
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).
 

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1
Name of Reporting Person
 
IRS Identification No. of Above Person
Westcliff Capital Management, LLC
 
EIN 77-0435868
2
Check the Appropriate Box if a member of a Group
 
(a)  ¨
 
(b)  ¨
3
SEC USE ONLY
 
 
4
Citizenship or Place of Organization
 
California
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
Sole Voting Power
 
0
 
6
Shared Voting Power
 
3,916,898
 
7
Sole Dispositive Power
 
0
 
8
Shared Dispositive Power
 
3,916,898
 
9
Aggregate Amount Beneficially Owned by Each Reporting Person
 
3,916,898
 
10
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
 
¨
 
11
Percent of Class Represented by Amount in Row 9
 
10.08%
 
12
Type of Reporting Person
 
IA
 
 
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1
Name of Reporting Person
 
IRS Identification No. of Above Person
Richard S. Spencer III
 
 
2
Check the Appropriate Box if a member of a Group
 
(a)  ¨
 
(b)  ¨
3
SEC USE ONLY
 
 
4
Citizenship or Place of Organization
 
United States
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
Sole Voting Power
 
0
 
6
Shared Voting Power
 
3,916,898
 
7
Sole Dispositive Power
 
0
 
8
Shared Dispositive Power
 
3,916,898
 
9
Aggregate Amount Beneficially Owned by Each Reporting Person
 
3,916,898
 
10
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
 
¨
 
11
Percent of Class Represented by Amount in Row 9
 
10.08%
 
12
Type of Reporting Person
 
HC, IN
 
 
 
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Item 1(a).
Name of Issuer:
 
Uranium Energy Corp.
 
Item 1(b).
Address of Issuer’s Principal Executive Offices:
 
9801 Anderson Mill Road, Suite 230, Austin, Texas 78750
 
Item 2(a).
Names of Persons Filing:
 
Westcliff Capital Management, LLC (“Westcliff LLC”) and Richard S. Spencer III (“Spencer” and, together with Westcliff LLC, the “Filers”).
 
Westcliff LLC and Spencer disclaim beneficial ownership of the Stock (as defined below) except to the extent of their respective pecuniary interests therein.
 
Item 2(b).
Address of Principal Business Office or, if none, Residence:
 
The principal business address of each Filer is 200 Seventh Avenue, Suite 105, Santa Cruz, CA  95062.
 
Item 2(c).
Citizenship:
 
See Item 4 of the cover page for each Filer.
 
Item 2(d).
Title of Class of Securities:
 
This Schedule relates to shares of common stock of the Issuer (the “Stock”) and warrants exercisable for such shares (the “Warrants” and, together with the Stock, the “Securities”).
 
Item 2(e).
CUSIP Number:
 
916896103
 
Item 3.
If this statement is filed pursuant to §§ 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)
¨ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
 
 
(e)
ý An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
 

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(f)
¨ An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
 
 
(g)
ý A parent holding company or control person in accordance with § 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 § 240.13d-1(b)(1)(ii)(J).
 
Item 4.
Ownership.
 
See Items 5-9 and 11 of the cover page for each Filer.
 
Westcliff LLC, as investment manager of various client accounts, and Spencer, as Westcliff LLC’s manager and majority owner, may be deemed to beneficially own the Securities owned by such accounts, in that they may be deemed to have the power to direct the voting or disposition of those Securities.  Neither the filing of this Schedule nor any of its contents shall be deemed to constitute an admission that Westcliff LLC or Spencer is, for any purpose, the beneficial owner of any Securities to which this Schedule relates, and each of Westcliff LLC and Spencer disclaims beneficial ownership as to the Securities, except to the extent of his or its pecuniary interests therein.  Neither the filing of this Schedule nor any of its contents shall be deemed to constitute an admission that any of the other individual officers and members of Westcliff LLC is, for any purpose, the beneficial owner of the Securities, and such beneficial ownership is expressly disclaimed.
 
Item 5.
Ownership of Five Percent or Less of a Class.
 
Not Applicable.
 
Item 6.
Ownership of More Than Five Percent on Behalf of Another Person.
 
Westcliff LLC is the investment manager of one or more investment partnerships, pooled investment vehicles and/or other client accounts that beneficially hold the Securities and, in that capacity, has been granted the authority to dispose of and vote the Securities held by those accounts.  The client accounts have the right to receive (or the power to direct the receipt of) dividends received in connection with ownership of the Securities and the proceeds from the sale of the Securities.  No single client’s holdings exceed five percent of the Issuer’s common stock.
 
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.
 

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Not applicable.
 
Item 9.
Notice of Dissolution of Group.
 
Not applicable.
 
Item 10.
Certifications.
 
By signing below, each of the signatories certifies that, to the best of his or its 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.
 
Signatures
 
After reasonable inquiry and to the best of its knowledge and belief, each of the signatories certifies that the information set forth in this statement is true, complete and correct.
 
 
Dated: July 24, 2007
 

 
WESTCLIFF CAPITAL MANAGEMENT, LLC
By:/s/ Richard S. Spencer III
Richard S. Spencer III
Manager
 
 
RICHARD S. SPENCER III
/s/ Richard S. Spencer III
Richard S. Spencer III
 

EXHIBIT INDEX
 
Exhibit A
Joint Filing Undertaking
Page 7
 

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EXHIBIT A
 
JOINT FILING UNDERTAKING
 
The undersigned, being authorized thereunto, hereby execute this agreement as an exhibit to this Schedule 13G to evidence the agreement of the below-named parties, in accordance with rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule, as it may be amended, jointly on behalf of each of such parties.
 

Dated:  July 24, 2007
 
WESTCLIFF CAPITAL MANAGEMENT, LLC
By: /s/ Richard S. Spencer III
Richard S. Spencer III
Manager
 
 
RICHARD S. SPENCER III
/s/ Richard S. Spencer III
Richard S. Spencer III
 


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